Grimm Heir
by DeadRich18
Summary: It has lived since the beginning. Since before the Dust settled on the world, bringing forth man. It has brought forth countless monsters to combat man and his creations in an attempt to annihilate him completely. But as the years pass, man becomes stronger and wiser, he becomes able to fend off its monsters. And now the creator comes to a realization. It needs an heir.
1. Prologue: A Plucked Rose

**I do not own RWBY, it belongs to Rooster Teeth. I do own the Original Characters though.**

**I present, my fourth story! Man, I'm feeling good about this one. The idea for it came to me after looking up several Grimmified RWBY characters and reading several fanfics about Grimmed up characters. And I was like, "there aren't nearly enough of these as there should be!" So after many months of thinking it over in my head, I got out my laptop and started writing. Hope you enjoy the prologue!**

**THIS IS HAS BEEN EDITTED AND REWRITTEN FROM THE ORIGINAL DRAFT!**

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**Grimm Heir**

**Prologue: A Plucked Rose**

'_Almost there. We're almost there, Ruby.'_ This was the thought that repeated over and over again inside the mind of exhausted five-year-old Yang Xiao Long as she pulled the red wagon carrying her sleeping sister along the worn-out path.

Yang had snuck out after their father left the house on an errand, leaving the two young girls alone.

But the previous night, Yang found something. A map, leading somewhere deep in the woods of Patch. And on the back of that map was a note.

A note written by Yang's mother, her _birth_ mother.

Yang had learned of her existence just a few weeks ago from her dad. He didn't say much other than she had been on a team with him, their new mom, and uncle Qrow, and that she left Yang with him right after she was born. No one had seen her since.

Dad found someone else, though. Someone gentle and caring, who loved them both very much. She read Yang bedtime stories, baked amazing cookies, fought giant monsters, and even gave Yang a baby sister. She was the superest mom of all time.

Summer Rose…

But just like her own mother, Summer was now gone. Only this time, Yang knew what happened. She took a job to fight monsters far away and didn't come back. Even a little girl like Yang could figure out what happened. Her dad was still affected by it, barely eating, rarely sleeping, and until recently, never leaving the house. Her sister Ruby didn't seem to understand, she kept asking where her mom was and when she would be coming home.

Their father couldn't bring himself to explain what happened to her mother, only telling her that she was never coming back. Since then, Ruby slept with Yang for both comfort, and on the childish notion that she might disappear too.

Seeing her little sister so sad made Yang double her efforts to discover more about her mother, not just for herself, but for Ruby and dad too.

They could never replace Summer, not in a million years. But if this map lead them to who Yang hoped it would, she might find someone to help patch her family back up.

Hours had passed since Yang left the house. Her legs were cold and sore, bruises and cuts covered her small body, and her breathes was labored and heavy. But she had to go on.

Ruby mumbled and turned in the wagon behind her, but otherwise stayed asleep. Yang could have left Ruby at the house, but she justified bringing her with wanting her to be there when they found her first mom.

Yang could already see it. They'd find her mom, she'd give Yang and Ruby a great big hug and take them back home where she'd make-up with dad and they would live happily ever after. The two little girls would have a mom again, Yang would know why she left her with dad, and dad wouldn't be sad and lonely anymore.

'_We're gonna be a big happy family again, Ruby.'_ Though Yang as she continued to trek through the cold, miserable day. _'Just a little further.'_

She pulled out the map to make sure they were still on the right path. They were. Satisfied, she shoved the piece of paper back into her light jacket. Yang hadn't dressed nearly as warmly as she should have and the harsh winter cold was making her pay for her negligence. Ruby was fine however, wrapped up warmly in the red cloak her mother made her just before leaving for her last job.

Yang wasn't letting the cold stop her from finding her mom. She had come too close to let something like bad weather stop her now.

Finally, after hours and hours of walking, they made it. They finally reached their destination.

It was an old barn, worn down and abandoned. Boards were missing, cobwebs decorated the empty windows, a shudder held in by single bolt swung limply in the breeze, and the barn doors were broken and cast to the side.

Yang felt a smile spread across her face as she stared at the decrepit building. She didn't care about the mind numbing cold, she didn't care that she might get in trouble for doing this, she didn't even care that her legs felt like they were about to give out. She had made it.

All she had to do now was go inside and find her mom. Then, everything would be good again.

'_We're here, we're finally here! I can't wait to meet mom for the first time! I can't wait for Ruby to meet her! Everything's going to be oka-'_

A terrible sound silenced the girl's mental cheer. A sound akin to an angry, ferocious animal, growling at an intruder encroaching on its territory.

Confusion and fear of the noise removed the smile on young Yang's face, and quickly replaced it with an expression of pure terror.

Five sets of red eyes, burning with inhuman hatred, flashed in the darkness of barn.

Yang couldn't move, she couldn't look away, she couldn't scream for help! Fear and exhaustion had rendered her helpless in the face of these monsters. She couldn't even muster the strength to utter a single whisper.

The eyes moved out from the darkness to reveal four bipedal wolf-creatures covered in black fur and bony plates. They stood taller than a man, even with their backs hunched. Their massive, spike-covered forearms sprouted long, fiendish claws, and their skull topped muzzles, decorated with exotic red markings, were filled with razor-like teeth. They growled and snarled at the girl, and seemed ready to pounce on her, when they just… froze.

The owner of the last pair of eyes was still cloaked in shadows, robbing Yang of any indication to what it looked like. The wolf-creatures looked back at the darkened entryway expectantly, as if waiting for some signal or command to be given.

Then, with terrifying slowness, the fifth figure revealed itself.

And Yang's lilac pupils shrunk with uncontrollable fear.

The figure was as tall as the wolves, and shared the same basic colors, but that was where the similarities ended. The figure did not look like a mythical beast torn from the pages of a horror story. It stood upright, like a man, but it clearly wasn't. And with each step it took closer to Yang, the more obvious it became.

In place of a face, there was a strange, white horned helmet, (reminiscent of a knight's), with a thin, barely visible, black line, (similar to something one would carve on a pumpkin), stretched across its mostly vacant face. Its horns were sharp and tall, reaching well over a foot above its head. The majority of its body was concealed by a large, heavy, black fur cloak that dragged across the ground, its gray trim collecting dirt as it went. What little could be seen beneath the cloak were bone-like plates, decorated with red details, positioned on its torso and legs like armor.

But it was its glowing eyes that captured Yang's attention the most. They were adorned with red markings similar to the ones on the wolves. Though these ones were more jagged and savage looking than any of the wolves' marks. A long diagonal gash was present over the left eye, but it did nothing more than amplify its already fearsome image. The eyes themselves were bright red, like embers, and they burned with such intensity, they rivaled fire itself. But they held something inside them, something the wolves' eyes lacked, something more than just hatred.

And when the monstrous figure stood not two feet from Yang, looking down at her like she was just an insignificant bug waiting to be crushed beneath its boot-heel, she knew without a doubt what it was that the monster's eyes held within them.

Power…

Whatever this thing was, it was powerful, _very_ powerful. Yang felt like she was in the presence of a monster taken straight out of one of the many books Summer had read to her. The monsters that destroyed whole villages overnight, and took children back to their lairs to gobble them up for dinner. Only this time, Yang did not believe a hero was coming to their rescue.

It continued to glare at Yang, its red eyes boring into what were now terrified lilac pinpricks. It was like it was looking into her soul, judging her very being with its powerful gaze.

"_mmmhmm_… no Yang… my cookies…"

The monster's head snapped towards the wagon and Yang sucked in some much needed air, she didn't even realize she needed it. Its gaze was now fixed on two-year-old Ruby, moving passed Yang to stand next to the red wagon and look down at the completely ignorant toddler within.

Yang couldn't do anything but watch in horror as her baby sister was studied by the horned devil. Her fatigued body could barely stand up as it was, and her fear stricken refused to send any signals to her already worn out body.

'_No, no, no, please not Ruby… not my baby sister.' _Yang thought with dread, tears already filling the corners of her eyes as her young mind began the horrid process of predicted what it would do to her little sister. _'Please don't hurt Ruby.'_

As if sensing her despair, the being looked back at Yang. The zig-zaggy line she had seen on its face had parted to reveal it was actually the monster's mouth. Though open barely an inch, it was clearly a mouth, and from this mouth came a strange noise. A coarse hiss-like growl, that sent chills down Yang's spine.

It returned its gaze to Ruby, ignoring the five-year-old completely. It suddenly bent down, and raised an armored claw-like hand out from under its cloak. It slowly brought its hand towards Ruby's face, sharpened finger extended. But instead of piercing Ruby's face with its sharp claw, it did something Yang didn't expect.

Turning its finger about, it brushed the back of it against Ruby's young, pale cheek, unintentionally making the toddler sigh happily.

Yang blinked in surprise at the tender action, but the surprise once more turned to abject horror as the monster gently reached in and picked Ruby up out of the wagon, and cradled her in one arm against its armored chest. Then it stood to leave.

'_No, no, nononononono!'_ Yang thought as her legs finally caved and she sunk to her knees.

It looked back at Yang one last time, reacting to the sound of her knees hitting the hard ground, before turning away and heading into the woods with her little sister in its hands.

'_Ruby…'_ Using what little strength she had, Yang reached her hand out in a vain attempt to stop the monster from taking her sister.

Her eyes shed streams of tears that flowed down her young face as her sister's kidnapper grew further and further away.

What had she done?

This was all her fault. If she had just left Ruby in her bed. If she hadn't been so stubborn to learn the truth. If she hadn't found that stupid map, none of this would have ever happened.

Once it was too far away to see, the wolves began growling and snarling again. Yang could hear them moving towards her, even as her body began to shut down from exhaustion.

But she didn't care.

Yang passed out to the sound of roaring monsters lunging at her.

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**~o0o~**

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**Fourteen Years Later…**

"… And then, I woke up in a hospital bed with my dad sitting next to me. Turns out, our uncle had showed up right after I passed out." Yang said with a shamed, depressed voice as she finished drawing a rough sketch of the Grimm's helmed face. "He searched the entire island, day after day for any sign of them, but he couldn't find a single trace of Ruby or the Grimm that took her… My stubbornness cost me my baby sister." She closed her eyes to stop the tears forming from that terrible memory.

"Yang… I'm sorry you had to go through that and I understand what you're trying to tell me, but this is different. I'm not a child, and this some search for answers! I-" Blake tried to reason, only for a frustrated Yang to interrupt.

"I told you, I'm not telling you to stop!" Yang gripped the chalkboard's edge tightly in agitation. "I haven't! To this day I still want to know what happened to my mother and why that… _thing_ took Ruby. But I will never let either search control me. That's what cost me Ruby to begin with." She paused to take in a breath before continuing with a softer tone. "We're going to find the answers we're looking for. But if we destroy ourselves and the ones we care about in the process… then what good are?"

"You don't understand!" Blake yelled back angrily. "I'm the only one who can do this!"

Yang was fed up with this. She had tried to be calm with Blake, but the faunus girl refused to listen to her or what she was trying to tell her. With pent up frustration, Yang swiftly turns to face Blake, her lilac eyes now an angry shade of red. "No, _you_ don't understand! If Roman Torchwick walked through that door, what would you do!?"

"I'd fight him!" Blake exclaimed, anger clear on her face as well.

"You'd lose!" Yang corrects, shoving Blake into the desk behind her. Only for her sleep deprived partner to retaliate with a weak punch to her arm.

"I can stop him!" Blake yelled, struggling not to let her fatigue take hold.

"You can't even stop me!" Yang yells back with another violent push, knocking Blake onto the desk table. The faunus glared at Yang with anger, frustration, and dismay. Only to have her expression turn to one of surprise when her blonde friend embraced her in a hug.

"I'm not asking you to stop." Yang spoke like she was on the verge of tears. "Just please… _please_, get some rest. I don't want to lose more people I care about."

The two stood like that for what felt like hours, until Blake finally returned the hug. "Okay." She says with reluctance.

"Thank you." Yang replies, squeezing Blake a bit tighter before letting the cat-faunus out of her grip. Her eyes had returned to their original hue. "Thank you."

With her objective completed, Yang made for the flight of stairs leading to the top row of seats and the exit-way. Once at the top of the stairs, she looked back at her partner, and smirked. "Don't think this means you can skip our on the dance though."

Blake cracked a smile of her own. "Of course not."

Yang turns away and heads back to their dorm to get her dress.

As she walks through the halls of Beacon, she looks out one of the windows to see the sun setting over the horizon. The sky was painted yellow, orange, pink, and red from the descending ball of light, casting the academy grounds in gold.

"One day, Ruby," Yang whispers as the sun continues to set. "One day, I'll find you."

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**~o0o~**

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**Present…**

'_Such a frail thing you are.'_ Thought the humanoid Grimm as it looked down at the female Dustling sprite in its arms. _'Just a twist of your neck would end you.'_ The sprite simply nuzzled into its chest once more, unaware of the situation she was in, or that they were currently astride a great raven of Grimm heading back to the mainland.

Normally, it stayed within the confines of the massive continent, but after its confrontation several weeks back, it felt compelled to travel to that small spec of land it would have otherwise ignored. The risk in going was great, the island was in close proximity to one of the Dustlings' larger nests, and held a smaller nest of its own. Stealth was key to completing its goal.

Tracking down the White Cloak's home and eliminating any potential threat there.

The White Cloak Dustling had been the latest in a list of powerful adversaries the Grimm had fought and defeated over its long life. She had been strong, and very fast, but in the end she failed to slay the Grimm. The Dustling died, after hours of fighting. Her frail body could not compare with the unending stamina of the Grimm she faced.

But still, she left her mark on the Grimm. The scar across its eye was the first it had received in its life. And with that scar, came an epiphany.

This Grimm was old, _very_ old. It had been alive since before the Dustlings first emerged from the Dust, for this Grimm was no ordinary Grimm.

It was the First, the creator and Overlord of all Grimm. Born from the first of the three fallen shards of the shattered moon, it was the first to walk the planet. The only one to walk it, until the second shard fell and beasts came into being, followed soon after by the third and final shard. The final shard that fractured and splintered as it sped down to the surface, becoming naught but Dust. And from this Dust, Dustlings came forth.

The Overlord despised the Dustlings when it first laid eyes on them, and quickly set about killing any it came upon. At first, it fought them alone, unaided, but then, after decades of fighting, it discovered something.

Using the negative emotions that poured out from the Dustlings and its own blood, it created the first of the Grimm. These monstrous creatures needed no food, water, or rest to perform their purpose. They were strong, fast, and driven by an insatiable desire to destroy anything related to the Dustlings, and when set loose upon its foe, they proved amazingly effective.

With the Overlord's vicious creations wiping out entire nests of Dustlings, their extinction was all but certain.

Then they found the crystals…

With the crystals in their possession the Dustlings began to push the Grimm back, reclaiming land lost and avenging their fallen dead. They celebrated their victory, and with the power of the crystal, constructed tools, nests, weapons and more.

But their victory came at an unknown cost. The amount of rage and anger expressed through their retaliation provided the Overlord with a vast amount of negativity, providing it with the means to construct more and more Grimm, which it quickly spread across the world.

That had been hundreds of thousands of years ago. Since then, the once many and mighty Dustling nests had been reduced to only four secure locations scattered across the four corners of the world, and they had turned their weapons on each other multiple times. They were stable now though, and while they no longer sent armies to fight the Grimm, they still had their accursed Hunters.

But the Overlord had not sat idly either as its enemies bickered amongst themselves. It kept creating new Grimm and learning more about its enemy. Keeping to the shadows, and dispatching any Dustlings unlucky or foolish enough to stumble upon it.

But the fight with the White Cloak Dustling, brought a serious question to the Overlord's mind.

What would happen if it were to die?

It was not affected by the sands of time as the Dustlings were, but its body was not immune to their weapons of war.

It could be killed. The scar on its eye was proof of that.

At first, it decided to prevent its death by killing any Dustling with great potential, especially the young sprites. But this proved both difficult and futile, as they were too many and too well guarded by the adult Dustlings.

It was this reasoning that brought it to the island. It had followed the scent of the White Cloak back to that island in hopes of finding others like her and killing them.

But it found something much more important…

When the Dustling sprite had appeared, the local hounds the Overlord had rallied to follow it were ready to pounce on her, but the Overlord stayed their claws.

It had felt something emanating from the sprite, something it could not immediately recognize. But when it approached the terrified Dustling, the Overlord discovered it was not this yellow-mane sprite from which the feeling came from, but from the red-cloaked sprite asleep in a wagon.

One look was all the Overlord needed to discern that this sleeping sprite was the progeny of White Cloak.

Its first instinct was to kill her, tear her body to pieces and feed them to the hounds before crushing the other sprite beneath its foot.

However, it stayed its hand when it finally came to realize what the feeling was of.

Purity.

The sprite had a soul without any blemish or dark intent held within it. So unspoiled was the sprite, that the Overlord could at first only stare in awe, before looking back at the yellow sprite when it sensed the dread and fear rolling off her.

It was then that it hatched an idea. An idea that may provide the solution to its question.

The Overlord took the child from its resting place and carried it away, leaving the hounds to deal with the other sprite. Once on the shore of the island, it called for the great raven that it had rode to the island on and mounted the mighty Grimm once more.

It reached the mainland in under an hour, all the while the sprite remained asleep in the Overlord's clutches. Once it had landed, the great raven waited for its master to dismount before taking off into the sky. The Overlord was not concerned by the large gusts of wind the raven produced from its departure, as they only served to send its cape flapping. It was far too preoccupied with the sprite in its possession.

The sprite's pure soul, provided the Overlord with an opportunity that would come only once within a hundred years. For it was beyond natural for even Dustlings to possess such clean, untainted spirits. And though it viewed it as an abnormality that should not exist, the Overlord knew that these types of souls came with a price.

For it were pure souls like hers that were the easiest to corrupt.

It had seen it happen countless times with the Dustlings. Innocent sprites, carefree and ignorant of the cruel world they were born into that become brutal killers without mercy or compassion for their enemies, even if they are fellow Dustlings.

Like snow freshly fallen, they were easily fouled and dirtied by life's many hardships and cruel truths.

The Overlord had brought forth the first Grimm from its blood and the Dustlings' despair and hatred (however, once a type of Grimm was made it did not require the use of its blood to make any more of that kind). And though it created the lesser Grimm this way, it could not create one like itself using the same technique.

But upon seeing this sprite, the Overlord conceived an idea.

It would use its blood to corrupt and shape the sprite into something magnificent, something powerful, something that would guarantee the Grimm a future when its death finally came.

It would make this sprite its heir.

She would be neither Grimm, nor Dustling, but something greater than either. Possessing the strengths of both and the weaknesses of neither. She would become a ruthless and cunning creature, worthy to lead the Grimm against the Dustlings and their infernal creations.

The sprite began to stir in its arms.

Thinking quickly, the Overlord brings its free hand up to its mouth and bites down on the wrist until it could feel its blood dripping out. With its black blood flowing, it holds its bleeding wrist over the sprite's mouth just as she lets out a yawn.

She coughs and sputters as the tar-colored liquid enters her mouth and trickles down her throat. Her eyes open briefly to reveal silver irises before she squeezes them closed and clutches her stomach painfully.

'_Let the blood of Grimm take hold upon your soul, young sprite.'_ The Overlord tells the sprite through the blood within her body as it places her on the ground. _'For it shall make you stronger.'_

She wiggles and writhes as the blood spreads through her body, bringing fits of convulsion. Then she lets loose a banshee-like scream and arches her spine, the blood was now firmly cemented into her being, tainting her soul and removing any semblance of her past.

'_Do not be afraid,'_ the Overlord comforts calmly, completely unfazed by the sprite's pained spasms. _'It will be over soon…'_

The Overlord smiled as it felt the Dustling's soul and mind become completely engulfed by the black blood. It was no longer a Dustling now, it was a chimera of both Grimm and Dustling.

With the spirit and mind converted, the body could now be changed.

The child let loose another scream of suffering, one accompanied by the sound of changing bones and stretched muscles.

From the shoulder down, her arms grew longer and thicker, with small, bony stubs protruding along the forearms. Her hands and fingers morphed into claws that (while big for her size), were relatively small. And the skin covering her forelimbs darkened until it matched the Overlord's own oil-black hide.

The rest of her skin turned even paler than it already was, to the point of almost being white. Her open mouth revealed her incisors as they changed into sharp fangs, and the scream contorted into a wailing whimper similar to an injured beast.

Then the true distinction began to take shape.

Over the right side of her face, a bony mask began to form. It took shape around her right eye and the majority of her cheek, several empty tooth sockets along the top right of her mouth were the last to manifest before the masked ceased expanding. Then, red lines danced around the plate until they displayed a blooming rose around the eye.

With the final phase of the transformation complete, the not-sprite tensed its body one last time, then slumped to the ground and went very still.

At first, it seemed as if she was dead. Perhaps the shock had been too much for her small frame to bear. But then her chest slowly rose up and down as she took in large breathes of air through her nose.

It had worked.

'_Arise, sprite of Dust and Grimm.'_ The Overlord commanded. _'Arise, and view the world anew.'_

The child carefully stood up, clearly exhausted from the intense transformation. Her legs shook and her arms hung limply by her sides. She looked about the area, confused and disoriented, but otherwise fine. She then turned her head upwards to lock her eyes with the Overlord's own.

It had never seen such beautiful things in all its life.

Where there had once been the eyes of a Dustling, there was now something different. The whites had turned tar black, and the pupil had changed from a round, black dot, into a blood-red slit. The only part that remained the same was the iris, its silver color refused to change along with the rest of her body, but the Overlord did not care.

It had its heir.

She looked at it, her new eyes wide with awe and wonder. Then she smiled, revealing her new fangs.

In an act of affection the Overlord had not perceived, the not-sprite latched herself onto its leg and squeezed tightly. A content purr escaped her throat as she nuzzled the Overlord's leg.

At first, the Overlord was surprised. It had not expected the not-sprite to retain so much of its Dustling habits. It grew concerned. Would this make the heir soft and merciful towards the Dustlings? Would she regain her mind somehow and seek revenge against the Overlord?

It could not risk an enemy of both Grimm and Dustling. It raised its right hand high to strike the child. To kill her now would ensure she'd never grow to challeng-

'_Daddy…'_

The Overlord froze when the words entered its mind. Did the child just… communicate with it!? Such a thing was Impossible! The only one capable of speaking to other Grimm was the Overlord itself. But it was not the act alone that startled it.

It was the word.

_Daddy_…

It had heard young sprites say it countless times to their male progenitors, (along with dad, papa, and father). Terms of affection reserved only for them. The sprites were extremely loyal and obedient to these males, always following the demands and tasks given by the older males even if they disliked them. And the few who didn't obey were punished and forced to do what was demanded anyway.

Did the child believe it to be her _'daddy'_?

This was completely unexpected. The Overlord had thought she would become only slightly smarter than the rest of the Grimm. Vicious and relentless, but still capable of learning and reasoning like itself. But instead, she was squeezing its leg with all the strength her exhausted body had, purring like a feline, and communicating through thoughts.

She suddenly looked up at it, her beautiful eyes transfixing the Overlord. There was so much affection in them, so much love and loyalty.

And there was also a desire to please… to prove her worthiness to it. To show it that she would do it proud and become the heir it required.

The Overlord slowly brought its raised hand down, and rested its armored palm on her head. It petted the child's head awkwardly; uncomfortable and unused to the action it had only seen performed by Dustlings. The child didn't seem to notice this and pushed her head into its hand, enjoying the affection.

Perhaps…perhaps this was better.

'_Yes, little one. I am your father… your daddy.'_ The Overlord told the child as it pulled her off its leg and rested her on its hip. _'And you are my heir. Inheritor of all I have created.'_

She looked at him with wide eyes, eyes filled with wonder and amazement. It doubted she understood all of what it said, but the meaning seemed very clear to her.

'_You will do great things, little one… Great things.' _She nuzzled into its side.

With those words, the Overlord took its heir further into the mainland, where it would begin her training as the next ruler of Grimm.

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**Author's Note: So, what do you think? This story might take a little longer to update later on, because I don't know what's going to happen in RWBY volume 3. But I'll cross that bridge when I get to it.**

**Also, I know in canon the humans came first, but I feel like the Grimm being there first is way cooler. The Grimm viewing the humans and faunus as interlopers and invaders on land that is theirs. Makes sense when you think about it.**

**(YES, I CHANGED THE BACKSTORY SO ANIMALS WERE FIRST! I DID SOME THINKING AND DECIDED IT WOULD MAKE MORE SENSE IF ANIMALS WERE ALREADY AROUND AND GOT INFECTED BY DUST DURING THE INITIAL IMPACT!)**

**Also, do to Ruby no longer being raised by humans, she will be given a name by the Overlord (P.S if you were having trouble envisioning the Overlord, its helmet kinda looks like the Juggernaut Grimm OC, only with a jack-O'-lantern mouth, and the body and armor look a lot like the Grimmking OC, but minus the head. Both can be found on Deviantart), what do you think Ruby's Grimm name should be? Leave it in a review or private message me if you have an idea.**

**Another thing, for a lot of the beginning chapters, it's gonna be focusing on Ruby growing up with a few important events thrown in here and there.**

**As always: Please fav, follow, and review! Thank You!**

**DeadRich18 Out!**


	2. Chapter 1: Close Calls

**I do not own RWBY, it belongs to Rooster Teeth. I do own the Original Characters though.**

**Here you all go! Chapter 1. Thank you all who gave in ideas for Ruby's Grimm name, and have decided on Silver Rose. I want to give a shout out though to Mata Nui, who gave me a beautiful sounding name for Ruby. Sorry I didn't use it, man, it just felt too… formal. Plus, I couldn't pronounce it. Still, great suggestion.**

**Reference in this one! See if you can find it!**

**THIS IS HAS BEEN EDITTED AND REWRITTEN FROM THE ORIGINAL DRAFT!**

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**Grimm Heir**

**Chapter One: Close Calls**

**Four Years Later…**

The Red Forest was a truly wondrous place.

A mountainous region where the trees always appear as if they are undergoing their autumn transformation and their leaves change colors and fall from the branch. But the trees of the Red Forest never seemed to run out of leaves, even in the winter months. Their branches shed and regrew leaves at an alarming rate.

And unlike other forests, its trees only bore red leaves, thus its name, the Red Forest.

But it is not just the leaves that are red. After countless years of falling to the forest floor, the red leaves have turned even the ground and grass crimson. The only breaks in the expanse of redness are the brown tree-trunks, scattered boulders, and the strange, bending path used by the Dustlings' metal snakes.

Such a snake was traveling it right now. It's black, boxy frame moved along the path with surprising speed, constantly making a bizarre _chug-chug-chug_ noise and occasionally letting loose a funny wail-like sound.

Despite being of Dustling make, the snakes are rarely bothered by Grimm. Their speed surpassed all but the swiftest Grimm and its hard shell was difficult to penetrate. It was a waste of Grimm and energy to try and attack such things.

But today would be a different story.

The Dustlings used these snakes to transport themselves, supplies, weapons, and crystals over vast distances. They were strong, well-guarded, and fast. But they had one weakness. They were reliant on the path, without it they could not move.

So the Grimm had destroyed sections of the path further ahead.

It was from a high-up cliff looking over the destroyed pathway that the Overlord and its hybrid heir watched and waited for the snake to arrive with several other Grimm behind them.

It looked down at its heir… its daughter, as she stood by its side, eagerly awaiting the coming carnage with a fanged smile. Silver Rose had grown much over the past four years and would continue to do so as time went on.

The empty tooth sockets of her mask had begun to grow teeth. Though they were nothing more than round nubs right now, time would change them into dagger-like teeth. Her claws had lengthened and grown sharper, they were now about the length of her fingers before her change and twice as thick. The bony stubs along her arms had lost their dull tips and had become small spikes similar to quills.

But the most noteworthy change was her intellect.

Silver was very cunning and very smart, smarter than the oldest of its Grimm. She seemed to absorb everything the Overlord taught her like a sponge. She was inquisitive too, always curious and asking questions to better understand things. Like why the Grimm only attack Dustlings and not beasts.

She had asked the question several months ago, after she tried to pounce on a lone deer like she had seen hounds do to Dustlings. The Overlord caught her just as her feet left the ground, and her startled yelp spooked the deer into fleeing.

Silver had sensed the deer's soul and thought it similar to Dustlings. The Overlord told her that this was both false and true.

When the third shard struck the surface of the planet, and Dustlings came to be, the Dust that flaked off the shard during its descent from the heavens drifted down from the sky and unto the land like snow. It corrupted every beasts, twisting them from what they once were into what they are now. Some were twisted so much by the Dust they actually became Dustlings. Now Beastlings, none are aware of their true heritage, despite it often sprouting right out of them in the form of beastly appendages.

It told her that while beasts did have souls they were to be left alone. For it were the forms of the beasts that provided the Overlord with the inspiration for many of the first Grimm, such as the hounds, bears, and ravens.

As a reward for their unconscious contribution, the Overlord forbid the killing of any animal unless done so in self-defense. And over time, many animals became accustomed to the Grimm. They were still wary of them, of course, but would only become aggressive if Grimm encroached on their territory, or they felt threatened in some way.

Silver grew very depressed afterwards, ashamed that she had almost struck down one who provided her father with the inspiration for the bodies of the Grimm. She swore to never hurt an animal again.

The Overlord told her such an oath was naïve and stupid. It told her she was permitted to kill animals if they attacked her, and that for many centuries Dustlings used animals for a multitude of tasks, from beasts of burden to attack animals used to hunt Grimm. If they learned of her existence and that she would never harm an animal, they would use it against her.

At this, Silver became enraged. Furious that the Dustlings would use those who aided her father to do their dirty work.

Just another way for the Overlord to further plant the seeded desire to kill Dustlings in her mind.

She put that desire to good use. It was she who concocted the plan to destroy the metal snake's path after several months of observing the snakes moving back and forth on it. Noting how one stopped when a herd of animals stood on the path and the Dustlings had to scare them away with the snake's blaring whistle, instead of just going around them.

Bears were used to destroy the metal frames of the path, while the hounds positioned the ruined rails along the path to give the illusion they were still in working order.

That had been done an hour ago, and hundreds of Grimm were now hiding in the forest below, waiting for the moment to strike.

The Overlord had sent a freshly spawned raven ahead to spy upon the train and discern its contents. It took direct control of the raven, so that it could see and hear what it did.

The snake on the path was one of the… less guarded variants, designed to carry Dustlings between the two main nests on the continent with extraordinary speed, but lacked any true form of defense. The perfect target to test its daughter's new strategy.

Pleased with what it saw, the Overlord relinquished control of the raven and continued to wait.

It would not need wait long, as the telltale sound of the snake grew louder and louder. Its heir ran up to the edge of the cliff as to get a better view, and was soon followed by the Overlord, who put a hand on her head.

They watched with anticipation as the snake drew closer and closer to the trap, completely unaware of what was truly waiting for it.

The following devastation brought forth a swelling feeling of pride from within the Overlord's chest. A sense of pride it lets its daughter know and feel.

'_Very good, little Rose, very good.'_ It praised, watching the scene play out. _'You have done well.'_

The snake did not simply roll over to the side or crash into the ground as expected. Instead, its head went careening off to the side before being struck by the second segment. The third then smashed into the second, sending it spiraling off the tracks, while the two behind it sprang upwards in a triangle before crashing back down to the ground. One of the segments was torn completely in half when another segment pushed through its middle, revealing terrified Dustlings trying not to fall out.

Finally, the last of the segments crashed, and the brief moment of destruction ended. It was a complete and utter mess down there. Screams and shouts made by the Dustlings echoed through the forest. And as their despair and terror wafted into the air, the Overlord looked down at its giddy heir.

'_Give the command, little Rose.'_ It told her. _'Let them feast on our enemies.'_

She looked up at it with grateful eyes, then turned towards the ruined remains of the snake and let loose a shrieking roar that rivaled the mighty trumpeting call of a mammoth.

'_AAATTTAAACCCKKK!'_

The Grimm shot out of the surrounding woods with howls and roars of their own. They fell upon the wreck with savage ferocity, taking the Dustlings completely by surprise. The screams intensified, but were no longer of despair, but of terror. The screams and roars became intermixed, and a cacophony of sound echoed through the crash site.

A serpent slivered one of its heads into a segment, flushing the Dustlings out and into the waiting jaws of the hounds on the other end. Bears were ripping open roofs and jumping inside segments, killing the Dustlings within. Some tried to flee, but they were run down by chargers and boars, whose speed far surpassed their own.

The amount of fear and panic that flowed in from them was invigorating. The Overlord was almost tempted to jump down there and join the slaughter. But it would not. It would wait till the majority of the Dustlings were dead before descending to the site with its heir. It could not risk survivors seeing them and escaping with the knowledge of their existence.

Speaking of its heir, Silver Rose was practically vibrating with excitement. The amount of negativity seemed almost too much for her to resist, she was using all her will just to keep herself in one place. She would need to learn more restraint if it took her this much concentration to not succumb to her Grimm instincts.

It placed a hand on her shoulder, squeezing it tightly but gently to remind her not to let her instincts get the better of her. It worked, if but a little. Silver still radiated anticipation and excitement, but at least she wasn't vibrating.

The Grimm completely covered the wreckage now. Any Dustlings left alive were either hiding, or barricaded in the few intact segments that had yet to be torn open. Satisfied, the Overlord motioned for them to make their way down and inspect the crash.

Its heir did not need much motivation and shot passed the Overlord like a bullet. It followed behind her at much more leisurely pace. It wasn't like the snake would be going anywhere soon.

As it walked down to the wreckage, the Overlord couldn't help but think of how much it had changed since the day of appointing Silver its heir.

Since the taking in of little Silver, it had found itself becoming more and more accustomed to her inherent Dustling nature.

The first year had been difficult for both sire and heir, as Silver Rose was plagued by terrors in her sleep. She'd wake up, screaming at the top of her lungs, and bolt to the Overlord's side, crying her eyes out.

At first, the Overlord simply ignored its heir's plight, assuming they'd go away. But the terrors stayed. Every time she placed her head down to rest, she did so with fearful reluctance. Every night she went to sleep, she was torn from her rest by nocturnal visions that confused and terrified her.

One night, she refused to detach herself from the Overlord's body, clinging to it like a tick. Eventually, the Overlord gave up on removing her, and just waited for her to fall asleep. But when she finally did succumb to exhaustion, it noticed something.

Not once did she stir from her slumber, not even a murmur escaped her lips.

Its presence seemed to bring her a sense of security that traveled into her dreams. This both mystified and confused the Overlord. Was it just _its_ presence that forbid the terrors from encroaching on her sleeping mind, or was it simply having another being near her that did the trick?

It experimented, had her sleep with the Grimm, memorized the results and came to a conclusion. When she slept with the hounds she did not wake with fear, but neither was she quite. She'd whimper and moan in her slumber, tossing and turning uncomfortably.

The other Grimm had little effect on her. She'd only wake screaming as she had before.

Thankfully, as months passed, she began to experience the terrors with less and less frequency. She still slept mainly with the Overlord or the hounds, but from time to time would rest with the other Grimm.

Through this the Overlord found itself to be becoming more… gentle, with her. It would still chastise her when she performed poorly, but would always, as if by reflex, reassure her that she will do better next time.

It was odd, but seeing Silver Rose hurt, be it physically or emotionally, always brought something out in the Overlord. Something it had never experienced before in its long life. And in time, it realized what the feeling was.

It had grown attached to her.

At first, it was afraid of this. Had it grown soft because of her? Was it losing the killer edge that had kept it alive all these centuries? Was it a mistake to take her in as its heir? It didn't know.

But one look at Silver's beautiful eyes destroyed the doubts and erased the fears the Overlord held.

No… this was not something to be fearful of. It was something else…

_ARRRRRROOOOOOOOO!_

The Overlord's reminiscing was brought to a grinding halt when the howl of a hound echoed from the wreck. It knew that howl, it was one that meant help was needed, that something was very wrong.

The Overlord's fire-red eyes widened with horror.

'_Silver!'_

* * *

**~o0o~**

* * *

It had worked! It had worked! It had worked! It had worked!

Silver's plan was a complete success, and Father was so very pleased with her. The Dustling's metal snake had hit the destroyed rails and crashed just as she planned. The Grimm had slaughtered them with ruthless efficiency, and were now enjoying their well-earned reward of Dustling flesh and emotion.

Silver wanted to see the wreck up close, to witness the full extent of the damage caused by just a few out of place metal bars.

But most of all, Silver wanted to make a kill. A _real_ kill.

The deaths in the crash were her doing, yes, but the majority of the casualties were inflicted by her father's Grimm, who swarmed the derailed transport like a horde of ravenous insects. And though it felt like she had killed, at the same time it felt like she hadn't.

Besides, there were bound to be a few stragglers still alive. The Grimm work fast, but have a tendency to miss a few things in their initial rush to kill.

When Silver finally reached the bottom, she was greeted by a bloody scene. Over-turned snake segments ripped open, puddles of blood staining the ground a deeper shade of crimson, the butchered bodies of Dustlings strewn about the area, and the creatures of Grimm feasting on them.

Silver always found it funny how even though they didn't need to eat, they did so anyway. She had asked her father why they did it, and he simply replied with, _'They like the taste'_.

Perhaps she should try some. After all, her Dustling half required that she eat, drink, and rest, (albeit significantly less than a normal Dustling needed to) in order to survive, and the only food she could find were berries, nuts, fruits, the occasional dead animal, and whatever food her father had the Grimm loot from Dustling nests and caravans.

Silver loved her father, he was so very caring and generous to her. Not only would he make sure she was fed properly, but he would also soothe her when sleep terrors shook her from her slumber, and when the clothes she had first found herself in became too small for her, he wove for her a special outfit using his powers that would grow with her body.

And just as a Grimm's appearance changed with time, so too did the outfit.

Currently, it was colored black with a few red details here and there, and several armor plates. A sleeveless black blouse with an armored plate around the chest covered the top half of her body, while a frilly black and red skirt took its place underneath the blouse, and was held in place by a gray belt. Black leggings with shin and knee guards covered her legs, and blackened boots protected her feet.

The only article of clothing that Silver Rose wore besides this was the old, tattered, red cloak and hood that she had been found with. The edges were frayed, holes riddled it, and the material was worn and matted, but it still served its purpose.

Her father had taught her much over the years as well. Where the four major Dustling nests were located, how to properly feed off negative emotions, where a Dustling's body's weakest points were, how to command creatures of Grimm… the list went on.

And this devastation, this carnage inflicted upon the Dustlings was Silver's way of giving back.

She walked through the wreckage and bodies, her proud smile never leaving her face. She passed the feasting Grimm, who stopped to watch her pass before returning to their meals. The sound of a wailing Dustling babe could be heard from within one of the segments, before a hound ran inside and silenced it with an abrupt (and wet) crunch.

Unfazed by the act, Silver continued her stroll. When she had made it to the center of the disaster zone, she suddenly felt something underneath her foot. Looking down to see what it was, Silver was greeted by the upper half of a Dustling sprite. Its body had been cleaved in half, and only one arm remained attached to the torso. She grabbed it by its remaining limb and raised it high in the air for her to examine.

The expression on its face was of such dumbstruck shock that Silver couldn't help but giggle at it. It amazed her how easily they had been beaten, how they could only scream in terror as the Grimm descended on them.

She almost pitied them. They were so much weaker than her father made them out to be. He portrayed them as tenacious and resourceful survivors, who never gave in without a fight. But Silver had yet to see any evidence to support this clai-

"AAAHHHH!"

Silver jumps to the side, (sprite body still in her grasp), narrowly dodging the piece of metal that had been swung at her by a surviving Dustling. It was a male, its body was covered with blood, bruises and cuts, the clothes were in tatters, and it breathed dry, wheezing breathes that betrayed its exhausted state. Yet it still stood there, brown eyes angrily narrowed at Silver as she returns it with a glare of her own and a challenging hiss. It let lose a roar and charged her again, metal club raised high.

She threw the sprite's corpse at it, sending the male crashing into the ground and knocking the makeshift weapon out of its hand. Not giving it a chance to recover, Silver leapt at the male with claws extended, only for it to kick her in the stomach and send her flying back several feet.

Silver groaned in pain, clutching her stomach with one claw as she stood back up. The Dustling had retrieved its weapon during her recovery and was now circling her. Silver was cautious as she circled it in turn. The Dustling seemed… off, different from ones she had seen before.

She shook her head to clear these thoughts. Now was not the time for pondering. A Dustling was a Dustling.

Silver then charges the Dustling abruptly with a scream, hoping her sudden attack might startle it and give her the advantage. Instead, it smoothly sidesteps to the left and smashes the metal against her head, sending her slamming into the ground.

Silver curled up in pain from the blow, clasping her oversized claws over her ringing ears as she clutched her head. She could hardly feel the black blood trickling down the side of her head. She looked up to see the Dustling male standing over her prone form, mocking her with calm arrogant eyes.

Silver would not stand for this. She was the daughter and heir of the mighty Overlord! Inheritor of the Grimm hordes, and future destroyer of Dustlings! She would meet her end at the edge of some Dustling's metal stick!

Mustering her strength, Silver lashed out at the Dustling. It held a look of brief surprise as her blade-like claws sped towards its unprotected mid-section...

Only to harmlessly bounce off some unseen force.

Silver Rose's eyes went wide with fearful realization. She knew now why this Dustling felt so different. It was a Hunter, a Dustling trained to hunt and kill any and all Grimm it came upon.

Hunters were powerful beings. They wielded mighty, shape-shifting weapons and were capable of manifesting their souls and using them as weapons or shields to aid them in combat. They were the most hated of all Dustlings.

And Silver had made the mistake of underestimating one and was now paying the price.

It raised the piece of metal high above its head, intent on bashing her head open with it, when three hounds came out of nowhere and leapt at the Dustling. The Hunter jumped back to avoid their slashing claws. The hounds placed themselves between Silver and the Hunter, growling and roaring angrily at their mistress's attacker.

Two of the hounds rushed the Dustling, while the third let out a howl, alerting all the Grimm to close in on its location.

Within seconds, all the Grimm were converging on the scene, rushing towards the outnumbered Hunter with complete disregard for their own lives, only thinking of protecting their Mistress from this aggressor.

The serpent that had been among the attacking Grimm curled itself protectively around Silver, using its own body as a shield. As a result, Silver could not see what was happening, though she could still hear everything. The yells and grunts of the Hunter as it fought with her father's Grimm, the yelps and snarls of the hounds and chargers.

It went on for several minutes before the sounds of battle abruptly stopped. The serpent uncurled its body to reveal Silver's father holding the Dustling Hunter high in the air by its throat. The evaporating bodies of hounds and chargers littered the ground around them, their essence being absorbed back into their Overlord for later use.

The Dustling kicked its feet fruitlessly in the air, growling angrily at her father. Silver watched in awe as her father threw the Hunter hard against the ground, the sound of breaking bones reaching her ears, followed by a short scream of pain. A scream that was silenced, when the Overlord brought his mighty, bone-white mace down on the male's head.

He placed an armored boot on the still Dustling's shoulder, and wrenched the weapon free. Then, he turned his gaze on Silver.

'_What made you think you were ready to challenge a Hunter, little Rose?'_ His deep, commanding voice boomed in her head. _'Did you think its wounds would slow it down?'_

'_I-I did not know, Father.'_ Silver admitted timidly. _'I thought it was just another Dustling-'_

'_Just _another_ Dustling? Have you learned nothing from what I have taught you, child?'_ He growled angrily. _'Has this one victory made you think every Dustling is the same? That they are all so easy to kill?'_ He then points his mace at the dead Dustling. _'If this Hunter had its weapon, you'd be dead five times over!'_

Silver looked down at her feet, ashamed that she had disappointed her father so much, and that she had let the success of her plan go to her head.

'_Hubris is a fatal flaw, little Rose. One a leader must be free of if they are to lead properly.'_ He knelt down and gently tilted her chin up so she was looking into his eyes. _'You are my heir, Silver, the inheritor of the Grimm. But you are still very young. Too young to attempt to kill an adult Dustling by yourself, Hunter or not.'_

'_Yes, Daddy.'_ Silver apologized. _'I won't do it again.'_

'_Good.'_ He let go of her chin and stood back up. _'Now come, we're leaving.'_

Dejected and depressed from disappointing her father, Silver followed after him with her head hung low. The Grimm returned to clearing out any remaining Dustlings, though a few hounds heeled at Silver's flanks, nuzzling their heads against hers in an attempt to lift their young mistress's spirits. One even took it upon itself to lick off the blood coating the side of her head with its slimy warm tongue.

Silver was very fond of the Grimm hounds, and had it been any other time, would have welcomed the affection with a smile. But her failure to kill the Dustling had dampened her mood too greatly for even the hounds to cheer her up.

She pushed their muzzles away and continued to follow her father back into the forest.

But as she walked behind her father, head looking down at the soiled earth, Silver noticed something in a puddle of blood.

A footprint.

A Dustling footprint.

A Dustling footprint accompanied by many more footprints that were all leading away from the crash.

'_Father!'_ Silver called out urgently, prompting her father to look back. _'Look! Look!'_ She pointed franticly at the bloody footprints. He calmly walked over and knelt down to examine them.

Silver was now completely ashamed and terrified. The possibility that a Dustling had escaped put both her and her father at risk. If word got back to the Dustlings' nest they would send out countless Hunters to track them down and kill them. They would render the Grimm leaderless and unable to replenish their losses.

Because of her, her entire species may face extinction.

Tears formed in her eyes as she began to envision her life after this moment. Her father would forbid her from leaving his sight. He would hide her away in some forsaken cave guarded by thousands of Grimm, never to be let out until the Dustlings forgot all about them.

Which could take _centuries_!

She had failed. Failed to prove her worth. Failed the Grimm. And had failed her daddy!

_*sniff*_ _'I'm sorry, Daddy.'_ Silver told him as tears trickled down her face. _'I'm sorry I failed you.'_

He swiftly turns his head towards Silver, startling her. _'Do not say that, Silver.'_

'_But I-'_

'Do not_ say that.'_ He repeated sternly, completely facing her now. _'You have not failed me, little Rose.'_

'_But I failed to recognize a Hunter, I failed to kill a single Dustling, and I failed to ensure all the Dustlings were killed!'_ She huffs as more tears slide down her cheeks and mucus fills her nose. _'With all this, how can you say I have not failed you!?'_

The Overlord embraced his crying child, bringing her close to his chest. _'You have never failed me, little Rose.'_ He soothed, stroking the back of her head tenderly._ 'You may have disappointed me for not recognizing the Hunter, and this survivor _might_ someday complicate things for us, but this does not deem you a failure._

'_You must understand, nothing ever goes exactly as desired, mistakes are inevitable. They are an inescapable aspect of life. And it is by learning from our mistakes that we grow stronger and wiser than we were before.'_

He realeses her from his embrace and looks her in the eyes, his mighty hands placed on each of her shoulders. _'Do not worry yourself with the Dustling stray. From the tracks, it is only a sprite, and the entrance to their nest is several days away by foot. It will run into the ground before it reaches the nest.'_

He then turns her around, so that she could once more view the aftermath of her plan. _'Look upon this sight, Silver. Look upon the death and destruction you have brought to the Dustlings. When they learn of what happened here, fear will spread through their nests like a plague. Panic will grip their souls, and rage will cloud their judgment.'_

'_I cannot see how such a beautiful display of cunning and brutality can be a failure.'_ He spoke with pride, wiping away the tears from her eyes, before standing up once more and extending his free hand to her. _'Come, little Rose. We have much to do.'_ Silver sniffed one more time before grasping his hand and heading back into the forest.

Father and daughter then entered into the wooded confines of the Red Forest, leaving feasting Grimm in their wake.

* * *

**~o0o~**

* * *

"_**Breaking News! A train traveling from Vacuo to Vale was discovered today, derailed and destroyed on the tracks of the Forever Falls railway. The train had been scheduled to arrive in Vale three days ago, but when it failed to arrive on time, the manager of the station grew concerned. After several hours of waiting, the manager contacted the VPD, who sent out a search party, accompanied by a Huntsman, the following day."**_

"_**Soon after setting out, they came upon a young boy. He was exhausted and dehydrated, but otherwise alive. The Huntsman ordered members of the search party to take the boy back to be treated, while the rest continued their search for the missing train. The boy is now resting Vale General Hospital and doctors say he will make a full recovery."**_

"_**When the party arrived on the scene, they found a nightmarish sight. Destroyed train cars littered the area, bodies covered the ground, and Grimm were everywhere."**_

"_**One officer, described it as a massacre, torn straight from the annuls of history. When mankind was completely helpless against the creatures of Grimm, without Dust or Huntsman to protect us."**_

"_**When the Grimm had been cleared out, VPD officers were able to determine the cause of the incident was that the train tracks had been damaged somehow. Bent and out of place rails along the track left little room for doubt in the minds of all who were present."**_

"_**Sadly, it appears all aboard the train were killed when-"**_

"_**Wait, hang on. I'm getting reports that similar accidents are happening all over Remnant! Several trains have been found derailed outside of Atlas, and another just hours after leaving station in Mistral."**_

"_**We are also getting reports that Grimm are being found in large numbers at each crash site. Leading some to speculate that the Grimm are responsible for these accidents. However, we are unable to confirm this at this time..."**_

* * *

**~o0o~**

* * *

**Nine Years Later…**

The cemetery was a little more occupied than usual today. Families and friends visiting the graves of their loved ones, paying their respects.

The reason for the surplus of visitors was that it was the anniversary of the Forever Falls' train wreck.

The wreck claimed the lives of hundreds of men, women and children. Innocent people, visiting from Vacuo, who preferred a more scenic route than the faster airships and boats provided. Sadly, it was this preference for scenery over efficiency and safety that sealed their doomed.

He could still remember the screams, the crashing, the train car rolling around like a dropped can of soda, the people bouncing around inside it like rubber balls.

And the scream…

That terrible scream.

He remembered the scream most of all. The scream was the signal.

The signal for the Grimm to move in.

No one believed him, of course. They all just marked it up as some hallucination he experienced due to the trauma of the whole event. They kept telling him it wasn't the Grimm who derailed the train. Instead, they just chalked it up as an accident, a tragic accident that should never have happened, but an accident nonetheless.

Their opinion changed during the following weeks, when more trains were found derailed and the wrecks covered with Grimm. The kingdoms eventually realized that the Grimm _were_ responsible, but instead of investigating how the Grimm figured out how to derail trains, they just rebuilt the train tracks on raised platforms to keep them out of reach.

The official story was that several experienced Grimm had coincidently found out how to derail train tracks in quick succession to each other.

He knew it wasn't that simple, though.

There were far too many Grimm waiting for them for it to be an accident. It was too coordinated. He had watched from the inside of their train car as creeps and boarbatusks ran down anyone who tried to escape.

It was only by some strange stroke of luck that he survived. Luck, and his father's sacrifice.

His father had been a great man, a Huntsman who protected people with little regard to his own safety. He taught him how to shoot when he was seven, and how to maintain a weapon at five.

All he had of him now was the stetson hat he wore and his Huntsman weapon, Red Redemption.

His father had given them both to him right before telling him to run, run and never look back. He did what he was told, he ran out with Redemption in his hands, ready to blast any Grimm that got in his way.

Only to see them run right on past him.

He couldn't fathom this behavior then, (or now), as he was too busy running for his life. And boy did he run. He couldn't do anything _but_ run, his mind too horrified by the possibility that as soon as he stopped, the Grimm would pounce on him.

He was so caught up with running, he didn't even notice the bullheads flying above him till the Huntsman jumped down in front of him, and even then it took some effort to stop him.

The next thing he knew, he was in a hospital bed with his grandfather sitting next to him.

That was nine years ago.

Since then, he's lived with his grandfather in Vale, enrolled at Signal academy, and been accepted into Beacon. He was the leader of team RWBY, which consisted of himself and three girls. Yang Xiao Long, Blake Belladonna, and Weiss Schnee.

They were all back on campus though, enjoying the weekend with their neighbors, team JNPR. He didn't tell them where he was going, or that he even left. He just placed a note on the door saying, _'Visiting family. Be back later. Rojo Toro.'_

They didn't need to know the details.

As he walked the trail he'd walked countless times before to reach their graves, he could see the silhouette of a man up ahead.

It was Papi.

Papi was in great shape for someone his age. Standing as straight as he could, he was tall for a man his age, and still had all his hair on his head. At first glance, the eighty-year-old man looked sixty-five.

"You're late, Rojo." He said disapprovingly, not taking his eyes off the graves. "You shouldn't keep them waiting. It's disrespectful."

Rojo offered an apologetic smile. "Sorry, Papi." He reached into his burgundy duster and brought out a small bouquet of roses. "I thought Mama might like some flowers, so I bought some on the way."

Papi turns his head slowly to face Rojo, careful not to push himself. "That's good, then." He says with a tired smile. "Rosa will like those. She always liked flowers."

Rojo nods and places the roses on his mother's grave. Lowering them with so much care, one might think they would shatter if dropped. Once the flowers are placed, Rojo kneels down, takes off his hat, and looks at his parents' resting place.

"Hi Papa, Mama. It's me, Rojo." Not even a minute into talking with them, and was already tearing up. "I miss you both a lot, Papi's been doing good, and the garden is looking great." He stops for a moment to try and collect himself.

"I, uh… I got accepted into Beacon. Sorry I didn't come down earlier to tell you the news. I've been really busy with studying and homework." He pauses again, trying to put his words together. "My team is team RWBY. I'm actually the leader, if you can believe it. Guess I really impressed the headmaster, huh.

"I'm the only guy, though. My teammates are all girls." Rojo cracks a weak smile, thinking about his parents' reactions to the news. "Don't worry, Mama, I always knock and put the seat down. And I don't peek either."

Rojo goes quiet again. "They… they're all real nice girls. Their names are Yang, Blake, and Weiss… If you don't mind, I'd like them to meet you someday." He turns to look up at Papi. "Do you think they'd mind?"

Papi smiles down at Rojo mischievously. "Course they wouldn't mind, Rojo. Your papa's probably grinning ear to ear right now. His little boy with a bunch of ladies." He chuckled a bit at the end, prompting Rojo to chuckle too.

"Hehe, yea…" He turns back to his parents, a small smile on his face. "I'll bring them over during the first break then. You're gonna love them, trust me."

The smile on his face contorts back into a sad frown. "I miss you." He repeats. "I miss you both a whole lot. Not a day goes by when I'm not thinking of you."

He pulls Red Redemption out of its holster on his back and holds it out in both hands, as if to make it an offering. "I'm gonna become what you were, Papa. I'm gonna protect people, gonna make the world a safer place, I swear."

Tears start to roll down his cheeks as he clenches the rifle in his hands. "I'm not gonna let any more kids become orphans." He hiccups, barely able to contain his grief and sorrow.

Rojo feels a strong hand on his shoulder. He looks up to see Papi, tears streaming down his face too. He looks down at Rojo, who stands up and embraces his grandfather.

The two then both break down, lamenting their grief through wails and sobs.

'_I'm gonna find the Grimm who took you from me.'_ Rojo swears to himself, as he continues to cry into his grandfather's shoulder. _'I'm gonna find it, and I'm gonna _kill_ it!'_

* * *

**Author's Note: Annd Done! Man this one went through a good deal of rewrites, let me tell ya. The last part was the hardest, I couldn't think of a good way to link them for a while, but when it did I got it down on paper! Red Redemption looks a lot like the La Longue Carbine from Fallout New Vegas. It doesn't have a collapsible frame or alternate mode, it's a classic like Juane's. He does have a combat knife though.**

**Also, Rojo is visiting their graves during volume 1, in case that confused a few people.**

**The Overlord's names for the Grimm**

**Beowolf: Hound**

**Ursa: Bear**

**Nevermore: Raven**

**Creep: Charger**

**King Taijitu: Serpent/snake**

**Goliath: Mammoth**

**Death Stalker: Scorpion**

**Boarbatusk: Boar**

**As always: Please Fav, Follow, and Review! Thank You!**

**DeadRich18 Out!**


	3. Chapter 2: Go Out in the Woods Today

**I do not own RWBY. I do however own the Original Characters.**

**Sorry this one took longer, I got sick and was unable to work on it.**

**On another note, I am disappointed that none of you guys found the reference I made to Red Dead Redemption, seriously, the gun was named Red Redemption how could you all miss that?**

**Anyway, I have a few more references in this chapter too, if you think you found them, put it in a review.**

**On to the story!**

**THIS IS HAS BEEN EDITTED AND REWRITTEN FROM THE ORIGINAL DRAFT!**

* * *

**Grimm Heir**

**Chapter Two: Go Out in the Woods Today**

**Three Years Later…**

The woods were very quiet today. Not a sound could be heard. This could mean only one thing.

A Dustling hunting pack was stalking through the forest in search of Grimm to slay.

Silver could not see the Dustlings, nor could she hear them.

But she could smell them, smell their emotions.

They were probably Trackers; Dustling sprites undergoing the process of becoming Hunters. Her father told her to be very wary of Trackers, for what they lack in experience they make up for in numbers. Hunters tend to operate independent of each other, and do not work in groups very often.

Trackers on the other hand, never go off on their own. They stay with their pack of four, occasionally splitting into two pairs to cover more ground, but only in certain circumstances. Tracker packs would often be accompanied by a Hunter to ensure higher survival chances, though not all the time.

It did not matter if this pack held a Hunter in its midst however, as it had stumbled its way dangerously close to a very sacred place.

They were closing in on the Gulch.

The Gulch is a small box canyon hidden deep within the south eastern forests of the continent, its existence completely unknown by the Dustlings. The soil of the Gulch is colored like ash, gray and lifeless. What few plants inhabit it are painted black and white, their branches and stems covered in thorns or sharp leaves. Massive, bone-like half-arches scar its surface like the ribs of a fallen giant. The only color in the canyon comes from the blood rose vines that grow on the outsides of the two cave entrances found at either end of the canyon, both of which lead into a network of spacious caverns below.

It is a very special place for the Grimm, for it was here that the first shard landed and her father came into being. It was also where he made the first Grimm, deep within the caverns hidden below the canyon, away from prying eyes.

Silver had spent much of her life in the Gulch. It was her home.

And to know that these Dustlings were so close to it made her black blood boil with rage.

The region in which the Gulch is located is far too wild and untamed for Dustlings to try and chart it. It had never been truly threatened, though the Dustlings' attempt to expand their nest decades ago had gained her father's attention. It was not close to the Gulch, but her father would not allow the Dustlings to think themselves capable of expanding their borders, especially when they did so in his territory. When word of their expansion reached his ear he sent thousands of Grimm to destroy it.

The Dustlings put up a decent fight, using aggressive defense tactics and metal snakes to ferry in supplies and reinforcements. They nearly succeeded in their expansion effort thanks to it.

_Almost_.

Despite their will to fight, the Dustlings had lost the moment they laid the first stone of their nest. The location they chose lacked the natural barriers that protected their main nest, and without these defenses they only had their will to stand against the Grimm. It was not enough. Their new nest fell within just a few short years of its construction. Yet still the Dustlings endured.

They sought out sanctuary underneath their nest, within the large caverns that dotted the region's underground depths. And for a time it protected them. But nothing Dustlings make lasts forever, and in half the time it took for their surface home to fall, their underground refuge was breached when an explosion opened up a passage leading into another cavern, one filled with Grimm.

Their carelessness turned their haven into their tomb.

Since then, the Gulch has remained protected and hidden from any Dustlings foolish enough to enter its borders. And this Dustling pack was a clear and present threat to its safety. Normally, Silver's father would have already dealt with them himself, but he was not here. He had left the Gulch for some unknown reason, only telling Silver she was to take responsibility of the Gulch until he returned.

That was ten days ago, and Silver was becoming worried.

He had never been away for this long, and had never been so vague with Silver about why or what he was leaving for before. Often, it was to deal with small Dustling nests and camps that he decided were built too close to the Gulch, or to check in on the Grimm activity around the continent. He would often bring Silver with him on such trips, having her watch from the shadows or by his side depending on the situation.

This was the first time in years he had left her in the Gulch while he went off on his own.

She felt very lonely without her father around. The Grimm did their best to keep her company, but their instinctual affection for her was not the same as her father's attention.

But this Dustling pack provided Silver with something to take her mind off her absent father.

As she and her hound escorts moved in on their position, the noises of combat entered her ears. The sound of Dust-shooters and battle cries only intensified as the heir grew closer to the intruders' location.

When Silver and her hounds arrived, they did not charge out like the other Grimm. They stayed within the brush, concealed by the leaves and branches of the forest. She peered out through her foliage cover and saw their embattled quarry.

It was a Tracker pack, as she suspected, and this one was without a Hunter to guide them. They fought the defending Grimm with minimal effort, primarily due to their shape-shifting weapons and acrobatic skills. Scores of Grimm hounds launched themselves at the Trackers, intent on annihilating them. Only to be easily dispatched by their destructive weapons.

It was a fruitless battle. It would take more than simple hounds to best four Trackers, all they could do was slow them down until the larger Grimm arrived.

Which could take a long time.

Maybe even long enough for them to discover the Gulch and return to their nest. This was something Silver knew couldn't be allowed to happen.

She couldn't stand seeing the hounds being butchered in such a sporting manner. The Trackers seemed to treat it as a game, laughing while they defeated wave after wave of hounds. Arrogant smirks adorning their faces.

It took all her willpower not run out there herself and gut them like the filth they were.

'_Cease attacking after next assault. Do not engage afterwards,' _Silver instructed the Grimm._ 'Follow Dustlings until I give the signal to strike.'_ She needed to make the Dustlings think they had pushed the Grimm back without letting on that they were only waiting for the right moment to strike.

When they slew the last of the attacking Grimm, the young Trackers whooped victoriously. Completely oblivious to the fact they were still surrounded by hundreds of Grimm waiting for the order to attack.

When they finished celebrating, the Trackers sheathed their weapons and moved on, leaving the evaporating Grimm husks lying in the dirt. Silver followed close behind them, her Grimm in tow. When the sun started to set, they began setting up their camp in a small clearing a few miles away from the Gulch.

Hours passed, and only one of them was still awake, acting as the lookout while the rest slept.

It sat on a fallen log, two small Dust-shooters in its hands, looking out at the surrounding woods with anxious eyes. Dustlings could not see well in the dark, but Silver and the Grimm could.

This was the time to strike. Not with a direct assault, but with deception and misdirection.

As she stalked them through the forest, Silver had been conceiving a cunning plan to eliminate the Dustling interlopers. A plan that would be sure to make her father very proud of her. A plan that would require a… different approach.

Using _herself_ as bait…

* * *

**~o0o~**

* * *

Anthony hated this place. It gave him the creeps.

The trees were what really got to him. When they first entered the forest, the trees looked like trees. Brown bark, green leaves, the usual. But the farther in they went, the more the trees began to change. They became twisted and gnarled, their bark darkened to near black, and their once lively green leaves turned an oppressive gray hue.

It wasn't natural.

Not to mention the obscene amount of Grimm they'd fought up to now.

This was supposed to be a simple mission. Team ASDF was to eliminate the local Grimm that had been attacking settlements and towns in the south east at a much more frequent rate than before, be praised by the townsfolk for saving them, and go home to hot food and soft beds.

What the mission briefing failed to mention however, was that there were at least ten shitloads of the monsters in this place, and that all the villages had already been destroyed!

They had been hounded continuously by beowolf packs and the occasional Ursa until only a few hours ago. Since then, they couldn't find a single Grimm. It was like they all just vanished.

At first, ASDF was happy to finally be given some breathing room after hours of combat, but then they started becoming antsy. The lack of Grimm activity was extremely suspicious since this place was supposed to be a hotspot for them. Scott joked that maybe they realized how badass team ASDF was and booked.

Dora and Fiona laughed at his remark, glad for the small distraction, but Anthony could only muster a smile. He just couldn't shake the feeling they were being-

"AAAAAAAAAAAAAIIIIIIIIIIEEEEEEEE!"

A loud, high-pitched scream shook Anthony from his thoughts and his teammates from their slumber. They shot out of their sleeping bags, already reaching for their weapons.

"WHAT THE FU-!?" Scott exclaimed, only to be interrupted by a second shriek.

"HELP MEEE!"

_ROOOOOOAAAAARRRR!_

Anthony's eyes shrunk when he heard a little girl's voice cry out for salvation, only for a beowolf to answer her plea with a roar.

"Come on! We need to help her!" Anthony shouted to his team, who nodded in agreement and set out with their leader towards the source of the commotion.

They followed the screams and roars until they came upon a grim scene.

Two beowolves cornering a terrified little girl against a massive tree trunk, slowly advancing towards her.

"HELP ME! PLEASE HELP ME!" The little girl shrieked pitifully, not yet aware of the four teens about to save her.

"Fiona! Scott! Get those Grimm off her!" Anthony ordered loudly, earning the attention of the two Grimm.

They abandoned the girl and charged straight at the Hunters-in-training, jaws open wide and claws stretched outward. Ready to tear them to shreds.

Only to be swept aside by ASDF's heavy hitter and fleet-footed sniper. Big Scott bashed one of the beowolves to the side with a single swing of his explosive flail, Murtle, sending it crashing into a nearby tree. Fiona just let the other beowolf come to her before bisecting it with one slash from her sniper-katana, Bloody Mary. With the two Grimm dealt with, the four teens sheathed their weapons and turned their attention to the girl cowering at the base of the tree.

She was small, couldn't be older than ten. The darkness of night made it hard to see any distinctive details, and the thick tree canopy obscuring the moonlight didn't help. Anthony could tell that she was wearing a large red cape and hood, which covered the majority of her body and face, only leaving her little legs and the lower half of her face exposed.

"What's a little girl doing all the way out here?" Fiona asked as Dora walked up to the frightened child.

"Maybe she was from one of the towns that got attacked recently," Scott offered, watching as the traumatized girl shied away from Dora with a terrified whimper. "Maybe she's the only one who got out alive?"

Anthony felt sorry for the poor girl. To lose her entire family at such a young age had to be tough. He sighed, "Alright, I'm calling the mission off. We're heading back to Beacon."

"What?" "Say what!?" Both Scott and Fiona asked, turning to face their leader.

"Listen, we can't bring a little girl along with us, it'd be too dangerous for her. And we can't leave her here either, the Grimm will kill her if we do." Anthony explained. "We'll take her back to Beacon and explain the situation to Professor Ozpin."

Scott and Fiona both looked ready to argue with their team leader, but stopped when they realized he was right. They couldn't just bring her with them for the rest of the mission, and they couldn't leave her here to fend for herself.

They were Huntsmen and Huntresses, and it was their duty to protect those who couldn't protect themselves. Even if it meant they had to cut a mission short.

"Very well." "Alright." They said reluctantly. Anthony nodded and turned to address Dora.

"Dora! How is she? Can she walk?" He asked her.

She didn't respond.

"Dora?" Fiona asked, concerned for her partner's wellbeing. "Is something wrong?"

Still, she would not address them.

"Oh come on, Dora." Scott exclaimed in an annoyed voice as he walked up to her. "You got cotton in your ears or something?" He grabbed her by the arm and turned her around. "Can she walk or n- SWEET FUCK!" He fell back on his butt as he gazed up at his teammate with abject horror.

Anthony and Fiona reacted in similar manners, backing away with expressions of shocked terror.

Impaling Dora's stomach like needles in a pin cushion were three, half-foot-long, bone-white quills. She was looking down at them with surprise frozen on her face, just as confused and frightened as her friends were.

Dora slowly looked up at her friends, her body shaking and tears of fear and pain pooling in her eyes.

"Hel-"

The brunette's plea was cut off when a giant clawed hand shot out of her chest with such force, it sent chunks of her all over a paralyzed Scott. Fiona screamed in horror and Anthony almost puked as they watched their friend's now lifeless body be lifted into the air and thrown to the side like a discarded doll.

Revealing the previously terrified little girl, now covered in Dora's blood, standing with her left arm stretched out to the side...

Her black, quill-covered, bloodstained arm.

Then, in an eye blink, she was right in front of Fiona, and Scott was missing his head. The redhead reached for Mary, but the little girl was quicker, grabbing Fiona's arm just as she clutched the hilt and ripping it right off. Fiona let out another scream as she fell to the ground grasping the bleeding stump that had been her arm.

Anthony whipped out his two dagger-pistols and aimed them at the girl just as she raised her right claw in the air. But before he could pull the triggers, his arms were pinned to his sides and he couldn't move. A quick look down revealed beowolf claws, and a final look up revealed a giant beowolf bringing its open maw down on his head.

He didn't even have time to scream…

* * *

**~o0o~**

* * *

Silver smiled gleefully as she brought her claw down on the female Dustling's head, slashing it open to reveal its now shredded brain and sliced up skull. She looked over to see the alpha hound just as it clamped its jaws down on the other Dustling's head. Its feet and hands twitching erratically as the hound ripped off the head with a wet tearing sound.

It dropped the twitching body on the ground and approached Silver, where it then placed the Dustling's head at her feet as an offering. Silver smiled warmly at the adorable gesture and gave the giant a quick scratch behind its ears.

'_Tis your kill, loyal hound.'_ She tells it. _'You need not share it with me.'_

The hound tilts its head to the side in confusion, but takes the head anyway, not wanting to disobey its mistress.

Silver looked over at the three bodies lying dead on the ground behind her. She was still amazed by how incredibly effective her plan was at dealing with the Dustling intruders.

Mimicking the cries she had heard Dustlings make during Grimm attacks, she lured them into her trap. Then, using two young hounds to act as her assaulters, she further enhanced her role as the defenseless sprite about to meet her end. When the Trackers vanquished the two Grimm, one of the females in their group approached Silver with a gentle smile while the others stood back and debated their situation.

It spoke softly in its Dust tongue, trying to comfort the acting Silver. Little did it know, Silver knew only a few Dustling words, specifically ones pertaining to distress.

Once it was within arm's length of Silver, she struck. Launching three of her arm quills into the female's stomach, Silver simply watched as its tender expression was distorted by surprise and pain. It stood there for several minutes, stock-still, before one of its pack mates turned it around and fell flat on its rear at the sight of its companion's body.

Feeling the wave of horror and shock pouring out of them, Silver decided to add a bit of flare to the Dustling's execution. Slamming her hand through its back and out its chest, she lifted her impaled victim off the ground and threw it to the side.

Then, using her supernatural speed, she placed herself right in front of the other female, while decapitating the still prone male with a flick of her wrist as she sped past it. The red-haired female tried to reach for its weapon, but Silver's speed was greater than its own. She took hold of the arm and tore it from its socket, while the hound dealt with the last Tracker.

Her plan had been a complete success. She had killed the Dustling intruders invading her home and kept the Gulch safe.

Silver blinked.

She had _killed_ them…

_Killed them_…

_Killed_…

…. …. ….

…. …. ….

…. …. ….

_SHE JUST MADE HER FIRST KILLS!_

Silver squealed loudly in joy as the full understanding of her actions came down on her. She jumped up and down rapidly, clapping her giant claws together so fast all that could be seen was a black blur. She finally managed to kill not one, but three Dustlings all on her own! And they were Trackers too, making her all the happier!

Oh her father would be so pleased with her!

After her little episode, Silver looked down at the corpse of the female she had just slain, and noticed something on its chest. A badge, with the image of some strange flower stitched into it. Curious, she went over to the male she had beheaded and saw a similar badge on its shoulder pad, this one of a smiling turtle with a button on its shell. The other two also had symbols on their bodies.

Silver wondered what they were for. Identification maybe? Their way of telling who is who? They were all different from the other so that seemed to make the most sense.

Silver smiled again as another idea came to life in her mind.

Her father would be so proud!

The next day, Silver sat down on top of the tallest arch in the Gulch, looking up at the sky with an excited smile on her face as she swung her dangling feet in the air casually.

She had disposed of the Trackers' bodies properly and destroyed their weapons the previous night. And by properly, she fed their bodies to the Grimm and repeatedly smashed the weapons with a boulder until they were only unrecognizable scraps of metal.

But not before she took their symbols as trophies.

Silver had ripped the badges off their clothes and attached them to a strip of cloth she had cut from her cloak. They now hung at her waist, dangling from their place on her belt. Right now, the red strip held only the four, but Silver knew that in time they would be joined by more Tracker badges.

Maybe even a Hunter's…

_SCREEEEEECH!_

Silver swung her head in the direction of the shriek to see a great raven fly over the Gulch. It circled the canyon once before landing down in the center with a heavy _thwump_ that shook the earth.

Silver was already running towards the raven with utmost speed before it set down, though. Because when a raven lands in the center of the Gulch, it can only mean one thing…

Daddy was back!

'_DADDY!'_ She tackles him just as he steps off the raven, almost sending him into the ashen dirt.

'_ImissedyousomuchDaddyImadesuretheGulchwassafejustlikeyouwantedandkilledaTrackerpackthatwas-'_

'_Silver. Calm down.'_ He tells her as he removes her from his waist. Silver tried to do as he asked, but was still so excited she couldn't stopped quivering. _'Now. What happened?'_

'_I did it, Daddy! I made a real kill!'_ Her answer makes him tilt his head at her.

'_You killed a Dustling all on your own?'_ He asks surprised.

Silver shook her head rapidly in excitement. _'No. I didn't kill a Dustling.'_ She corrects. _'I killed _three_ Dustlings!'_

'_Three!?'_

'_Uh-huh! And they were all Trackers too! I killed three of them with my very own claws!'_ She holds up her claws to reveal the dried blood on them. _'A hound ate the last one.'_

Her father just stood there, silently staring at her with wide eyes. Then he abruptly picks her up and throws her high in the air, booming laughter leaving his maw. Silver laughed along with her father as he tossed her over and over again, happy from the amount of pride and joy he was expressing to her.

She had made her father very proud!

'_You are indeed my worthy heir, little Rose!'_ He praised as he placed her back on the ground. _'Tell me how you dispatched the Dustling filth. What tactic did you use to slay the Trackers?'_

Silver smiled proudly, and was about to tell her tale when a sore moaning made her look behind her father to find something she never expected to see in the Gulch lying on the ground.

A Dustling.

Instinct kicked in, and Silver rushed the Dustling with the intent of adding its badge to her budding collection. But her father placed his mace in-between Silver and the Dustling, blocking her from endings pathetic life.

'_No, Silver.'_ He tells her sternly, the earlier tenderness gone. _'This one is not to be harmed.'_

'_But it is a Dustling! It must die!'_ She argues, baring her fangs at the unconscious creature.

'_I require it alive, little Rose.'_ He said as he ordered a hound to take the Dustling into the caves. _'It is to be your new teacher.'_

'_TEACHER!?'_ Silver scoffs, confused and angry with her father's decision. _'What could this thing teach me that you cannot!?'_

He looks down at her with a serious face. _'It shall teach you how to use that which no other Grimm can use.'_ Silver watched as her father reached into his cloak and presented another surprise to her.

A red crystal.

'_It shall teach you how to control Dust and Aura.'_

* * *

**~o0o~**

* * *

Vanessa Leto groaned sorely as she woke from her unconscious state. The Huntress placed a palm against her head in an attempt to alleviate the pounding headache she was experiencing.

'_What happened?'_ She thought groggily.

She had been up in Mantle studying Grimm behavior in the wild, when she and the team of researchers she was with were ambushed by a large number of Grimm. Vanessa tried to hold them off long enough for the researchers to escape, but there were just too many of them.

An unseen blow to her head sent Vanessa crashing to the ground, her last sight being that of innocent people being slaughtered.

And now, she finds herself waking up in…

Where was she anyway?

Taking her hand off her head, Vanessa looks around and sees that she was in some sort of small cave, maybe eight yards deep and six yards in diameter. Several glowing plants hung from the ceiling of the cave like chandeliers, painting it in a soft, dim light. She looked out towards the entrance, but it was far too dark outside to make anything out. It must be night time.

Vanessa carefully stood up from her prone position on the stone floor and made her to the mouth of the cave, hoping to find some clue to where she actually was. When she was just about to exit the cave however, a deep, angry growl stayed her feet. Vanessa turned to the left and saw something that made her face pale.

A beowolf was standing just two yards away from her, glaring at her hungrily.

Vanessa yelped, and backed away into the shallow cave until she could go no further. The Grimm stalked in front of the entrance, but did not enter, it simply looked at her before raising its head high and howling.

Despite the situation she was in, Vanessa couldn't help but notice the distinctive characteristics of this beowolf. It was not the largest she had seen, but neither was it small. Its body was covered by the white bony plates that all Grimm possessed, instead of just on its head and forearms like most beowolves. It had to be centuries older than others of its kin.

But most notable was it had not attacked her…

Vanessa had been a huntress for several years, and had been studying and fighting Grimm for a large portion of her career. Observing the behavior of both young and old Grimm in the wild, taking notes on how they differed from one another depending on age and experience.

But she'd never seen nor heard of this kind of reaction in Grimm before, not even in goliaths, which were regarded as the oldest and smartest Grimm in existence.

'_Why aren't you attacking me?'_ Vanessa wondered, as the beowolf ceased howling and looked back down into the cave at her, sizing her up.

If she had her weapon, she could have turned it into mincemeat and gotten out of here no problem. But she had dropped Summer Molotov during the confusion of the Grimm attack that rendered her unconscious. Her semblance wouldn't be much help either, since all it really did was analyze her enemies and show her where to focus her attacks.

Fighting it with her bare hands was also out of the question. Vanessa was a terrible punch.

So she waited, watching the Grimm watching her. For thirty minutes they stared at each other, neither looking away. Vanessa's fear had dwindled a bit, but she was still cautious of the armored guard-dog staring her down.

Then, it sharply turned to the right and backed away quickly, head lowered in a bow. Vanessa raised her eyebrow at this, curious to what was making it act in such a… submissive manner.

She got her answer when two figures entered the cave and made their way towards her.

As they closed in on Vanessa, the luminescent plants' light revealed their forms to her.

The one her eyes were drawn to first was a towering figure clad in a heavy fur cloak and donning a white horned helmet. He, (she assumed he was he), strode towards her with confident, imposing steps, his helmed head looked down at her.

Next to the giant was a little girl. Her tiny figure was also concealed by a cloak like the giant, but hers had a hood that was extremely frayed and worn. It was more like a large rag than a cape. She kept her head drooped, preventing Vanessa from seeing her face. The girl was incredibly small when compared to the massive man next to her, barely coming up past his knee. She took much faster steps than her friend, just to keep pace with him.

They both stopped when they were a yard away from Vanessa. The Huntress looked at them with confusion. Who were these people? Did they know where she was? Why did the armored beowolf let them pass? Why-

"_**You…"**_ A deep, menacing voice growled out from the giant, making Vanessa jump before she returned her gaze back to him. Now that he was under the full light of the plants, she could see that the helmet _was_ his head. A long, zig-zaggy crack opened on the lower half of the helmet as the man spoke, and she could now make out a scar running diagonally over his left eye.

"M-me?" She asked timidly, terrified by the sheer harshness and distain the voice held.

The man nodded slowly. Then, he reached into his cloak and retrieved a Dust fire crystal which he gave to the girl. Vanessa went wide-eyed when the girl grasped the crystal not with the small and delicate hand of a child, but with a massive, tar-black hand, the fingers tipped with long, red claws. The hooded girl accepted the crystal, taking it in her oversized palm before looking at Vanessa.

Vanessa inhaled sharply when she saw the child's face. Covering a large portion of her right side was a Grimm mask, complete with filled tooth sockets holding small fangs. A blooming red rose was painted over the right eye-hole, further enhancing the child's fearsome eyes.

Her eyes were inhuman. They looked so evil and twisted. They didn't belong on a child. Her sclera had been tainted completely black, and her irises were the color of silver. Her pupils were not gentle black dots, but angry red slits. They possessed so much anger and hatred in them, like the eyes of a Grimm.

Vanessa's pupils shrunk to pinpricks as she started to process just _what_ she was in the presence of.

For years there had been rumors floating around about a humanoid Grimm who had abducted a toddler on a small island of the coast of Vale. That it could control other Grimm and keep them from attacking people. Many experts dismissed it as some hysteric hallucination inflicted on the only witness of the incident, the abducted child's sister. Vanessa had been amongst those skeptics.

_Had_…

Now, she was face to face with the Grimm of rumor itself, and quite possibly the child it had taken too! Only now there was no child, but an unholy union of human and Grimm fused into one being.

"_**Teach… Dust… Teach… Aura…"**_ It spoke the words like it was chewing rocks covered in super glue.

Vanessa steeled herself as best she could in her current predicament, and sent a glare the Grimm's way. "Wh-what makes y-you th-think I-I'll teach you h-how to use D-Dust a-and Aura?" Her still present fear inhibited her attempts to sound intimidating in her questioning of the monster before her.

Its question didn't make sense, though. Grimm could use neither Dust nor Aura. It was impossible.

It let out an amused chuckle that sent shivers down her spine. _**"Not… Me…"**_ It pushed the mutated girl forward gently, though she seemed against it. _**"Her…"**_

The girl was glaring hard at Vanessa, showing her own distaste towards the situation, though probably for different reasons. Yet she did not hesitate when she held out her oversized claw/hand with the crystal still in her grip, a soft glow emitting off its-

Wait, _glow!?_

Vanessa's eyes went wide when she saw that the crystal was actually _reacting _to the girl. She possessed a soul and Aura! Meaning this child, this… misshapen creature, still had some shred of humanity left within her, waiting to be freed.

But it also meant something far more dangerous too. If this Grimm child were to learn how to properly handle Dust and manipulate her Aura, she could become a serious threat to mankind. Her human form would allow her to sneak into villages or maybe even the kingdoms under the guise of a lost girl. From there, she could cause terrifying amounts of damage, sabotaging machinery, spreading panic, maybe even finding a way for the other Grimm to get in.

Vanessa couldn't let that happen. She _wouldn't_ let that happen.

She would not teach this… this… _monster_ how to use that which only man can use.

She was a Huntress! A defender of mankind! She would be damned before assisting with its destruction!

Summoning all her courage, Vanessa looked into the humanoid Grimm's eyes with determination and fury. "Never." She spat. "I will never teach your abomination how to wield mankind's gifts! You can't make me!"

The Grimm simply raised its arm out towards the Huntress, the gauntlet-like claw clenched in a fist. A fast click-clack sound emitted from its body, until the source of noise scampered onto the arm. Vanessa's sudden courage went out like a light when she saw what now rested on the Grimm's arm.

A tombstalker.

Tombstalkers were among the rarest, toughest, and deadliest species of Grimm in existence. Centipede-like monsters, the largest ever recorded was longer than eight train cars. The tombstalkers were heavily armored with foot-thick armored carapaces, and heavily armed with legs sharp enough to pierce through two-feet of steel and pincers strong enough to snip metal girders like twigs.

What's more, tombstalkers had the ability to detach into dozens of independent segments at any time. Each segment was the equivalent of an ursa in terms of strength and endurance, but were fast like beowolves. Even more distressing, the segments were able to reassemble back into the full monster whenever they wanted.

The tombstalker before Vanessa was very small compared to those monsters, about the size of a snake. But that was what robbed the Huntress of her vigor.

For the smaller tombstalkers were known to possess a venomous bite that brought about maddening hallucinations and intense pain within seconds of entering the victim's bloodstream.

Now there was one staring Vanessa down, swaying its head back and forth like a snake, clicking its drooling mandibles menacingly.

Suddenly, Vanessa's right arm was encased in the grip of Grimm child's mighty claw, and she was pulled closer to the larger humanoid Grimm. She tried to resist, but the girl's strength was far beyond her own, and she could only struggle in vain as the child brought her to the feet of the caped monster.

Once Vanessa was close enough, the tombstalker reared its head back before striking out at Vanessa's arm.

Where it sunk its poison filled fangs into her tender flesh.

"_**Soon… You… will…"**_ The monster said as the tombstalker retreated onto the cave wall.

Only now it wasn't a normal tombstalker anymore. It began growing thousands of spikes, the white hued armor shifted back and forth between red, black, and yellow, and its head peeled away to reveal the insane, laughing face of a man that stared her down like she was a bug about to have its wings ripped off.

Then the pain came…

And all Vanessa Leto could do was scream…

* * *

**~o0o~**

* * *

**Several Weeks Later…**

The female was lasting longer against the centipede's venom than the Overlord originally thought. It had been nearly a month since it first began torturing the Dustling, and only recently had the treatments started to make progress.

The Overlord would only let the centipede inject just enough venom that the Dustling would not be killed from the pain and terror induced by the venom. Every day, the female would be bitten again and again, her screams and pleas for mercy echoing through the caverns of the Gulch at each hour of the day.

She was kept under close watch by a First hound, a Grimm that was spawned when the Overlord first created the Grim. Only a few dozen of the First Grimm remain, but each one had evolved passed their basic instincts and possessed an intelligence almost akin to Silver's own. _Almost_.

The hound made sure the female could not escape and ensured she couldn't end her life. It forced food and water down her throat when she refused to eat and drink, and kept her restrained during her torture sessions, enjoying the terror and panic that poured forth from her like a waterfall.

The Overlord would occasionally check in on the Dustling, seeing if she was willing to do what it wanted yet. But the Dustling's will held fast, she refused each time, only to start screaming when the centipede bit into her now scar ridden flesh.

But the Overlord was a patient being, and knew that sooner or later, the female would break.

It preferred sooner over later though.

Silver was growing fast, her dispatching of the Tracker pack was proof of that. She was already able to enhance her speed with the use of her Aura, but could not perform the feat more than once or twice a day, and it was all she could do with her Aura.

She would need to know how to properly utilize her Aura if she were to become a truly terrifying Mistress of Grimm.

This was where the Hunter came in.

She would teach the Overlord's heir how to use not just her Aura, but Dust as well. She would show Silver how to fully awaken her potential, how to wield the power of the Dustlings. And how to use that power against them.

Silver was not very… enthusiastic about the plan however, and made it very clear when it told her its plan. She may be the heir of the Grimm, but she was still young, and like all young Grimm, she wanted only to dig her claws into Dustling flesh. The idea of being tutored by her mortal enemy made her quills rattle with rage.

Thankfully, her obedience to the Overlord was stronger than the urge to kill, and she was able to resist the desire to rip the Hunter in two.

Right now, Silver was away with a Grimm raiding pack, heading off to attack one of the many isolated Dustling nests scattered about the eastern half of the continent. The killing of the Trackers was a sort of rite of passage for the heir, showing the Overlord she was ready to begin orchestrating Grimm attacks on her own.

Already, she had destroyed two nests, ordering the Grimm from the shadows while she cut down any that made it out of her attacks.

The Overlord was beyond proud of its heir. She continued to prove her competence as a leader and her ruthlessness as a hunter time and time again.

And once the Hunter began teaching her the ways of Dust and Aura, she would become an unstoppable force of destruction that not even the Dustling armies of old could hope to face.

The Overlord stepped into the cave where the Hunter was held, passing the First hound at the entrance.

She was no longer the defiant Hunter she was the first time it confronted her. Her clothes were in shambles, her skin was pale and sickly, and her body and hair was covered in grime and filth. Animal bones and empty bowls were scattered around her pathetic being, a pile of fecal matter sat in the corner, its foul smell wafting through the whole cave.

The Overlord would have to have some Grimm dispose of the leavings soon. The stink was beginning to creep into the rest of the cavern.

The Hunter tried to scurry away from the Overlord once she saw it, but centipede dropped in front of her and forced her to face the Overlord with fearful eyes and a shivering body.

"P-ple-please…" She stuttered, her lips quivering uncontrollably, (a possible side effect of the amount of venom injected into her). "N-n-no mo-more…" Tears stained her dirt covered face, made gaunt from the limited diet the Overlord assigned her until she began cooperating. "I-I c-can't t-t-tak-take i-i-it anymore. I-I-I'll d-do a-an-anything… Please…"

"_**Serve… Me…"**_ It spoke the Dustling words with trouble, its mouth was not designed to speak such a filthy tongue. _**"Teach… her…"**_

"YES!" She sobs out. "Y-yes. I-I w-will s-ser-serve y-you. I-I wi-will t-teach h-her. J-j-just make the p-pain s-stop…"

The Overlord looked down at the groveling Dustling before it. A being once so high and mighty now brought down low into darkness. She was completely broken now. The perfect state to be remade into its tool.

"_**I… am… your… Master…"**_ It spoke each word with such certainty, such harshness, the Dustling Flinched with each one spoken. _**"Listen… only… to… me… and… her…"**_

"_**Under…stand…?"**_

"Yes, M-Master." She said fearfully but obediently, bowing down to it with her face in the stone floor. "I-I l-live t-to serve you."

A grin crept onto the Overlord's features as he stared down at its Dustling slave.

Everything was going as planned…

* * *

**Author's Note: That was a fun ride! Again, had to do a lot of rewriting with this one, wanted to make it right. Hope you all like it. I forgot to mention this in the earlier chapter, but the Overlord's mace looks a lot like Sauron's mace only spikier and a white head instead of black.**

**As Always: Please Fav, Follow, and Review. Thank You!**

**DeadRich18 Out!**


	4. Chapter 3: Thy Will Be Done

**I do not own RWBY. I do however own the Original Characters.**

**Sup everybody! You ready for more Grimm Heir! Of course you are.**

**Now, first I want to clarify something that was brought to my attention by one of my reviewers concerning Aura. As far as I can tell, it needs to be consciously activated, this stemming from when Pyrrha asks Jaune why he didn't "activate" his Aura. (I know he didn't have it yet) This implies Aura is not a passive ability. As such, the Trackers were so distracted by Silver executing their teammate, they forgot to activate their Aura.**

**Alright, enough of that, onto the chapter!**

**THIS IS HAS BEEN EDITTED AND REWRITTEN FROM THE ORIGINAL DRAFT!**

* * *

**Grimm Heir**

**Chapter Three: Thy Will be Done**

**One-and-a-half Years Later…**

_KABOOM!_

"Very good, Mistress! Very good!" Flinch praised Silver after she destroyed the last standing target dummy the Grimm had set up in the Gulch for her Dust training. "You're getting much better."

Silver smiled smugly at the praise, pleased with her progress in the use of Dust. Though she was reluctant to learn in the beginning months of the teachings, she eventually became dedicated to learning how to fully utilize her Aura and the destructive power of Dust.

The only real obstacle to the training was obtaining the Dust for the lessons. The few places where it could be found naturally were guarded fiercely by Dustlings and the vulnerable nests that actually held a supply of the substance were few and far between.

But it was not locating the Dust that was the problem, it was making sure no Dustlings saw the Grimm making off with it. This proved very difficult, as the Overlord had to use some of its oldest and most intelligent Grimm for these risky missions, and they could only take a few crystals and vials at a time or run the risk of being spotted.

They were able to get by with the small supply they had accumulated, focusing more on Aura training than Dust manipulation to ration their meager stock.

Silver's control over her Aura grew stronger every day. Thanks to the knowledge taught by Flinch, Silver was now able to call upon a spiritual barrier that shielded her body from harm. Her speed bursts could be summoned at will now and did not require the immense amount of focus and effort once needed.

Flinch called Silver's speed ability a _Semblance_, a power unique to each Aura user. She spoke of how some Hunters are able to use Dust to amplify their Semblance in one manner or another. Silver had tried to perform this trick with a fire crystal, but was stopped when the slave feverishly explained that only after many years of training could a Dustling use Dust in combination with their Semblance without risk of self-inflicted harm, (and Silver did not have the same level of control over Dust as she did with Aura).

The Overlord was quite surprised by how dedicated the Dustling female had become in her station as an enslaved teacher. When the teaching began, she reeked of fear and dread, she was awkward in her lessons, stuttering and flinching like an abused animal, (earning her the name Flinch). Silver didn't help with that, always hissing and growling at the pitiful creature, taking joy in the amount of terror she exuded.

Her tormenting of the Dustling proved extremely counterproductive, and the Overlord put a stop to it after it was forced to use the threat of the centipede to make Flinch continue teaching Silver.

Flinch still smelled of fear, but the intensity of the emotion diminished as the days turned to weeks and the weeks turned to months. She still flinched and stuttered uncontrollably, mostly when frightened, or panicked, or when a centipede came too close to her.

She even became accustomed to Silver's presence, and vice versa. Silver was even beginning to develop an understanding of the Dustling language from Flinch, which she used in her raids to confuse and mislead her prey, herding them into chokepoints and traps.

It watched as another target was set up by a pair of hounds, a Dustling effigy taken from a field of tall grass. It was clad in hole-filled rags stuffed with stray and a wide brimmed hat in terrible condition. Similar effigies were found in other fields of tall grass near Dustling nests all over the continent. The Overlord couldn't fathom their purpose, but they made excellent targets for its heir's training exercises.

It watched on as she channeled her Aura into the red crystal in her claws, tainting the crimson mineral with gashes of black. Then she raised her other hand towards the target and a massive jet of black flame shot forth from her palm, enveloping the target in an avalanche of hellfire.

This unusual phenomenon had first occurred when Flinch started having Silver practice with Dust. The Dust would change in color, adopting ridged spirals of black or red. The color of the element unleashed was altered as well: the red fire turned blacker than oil, the blue ice was made bloody crimson, the yellow lightning became angry midnight bolts, and the wind… actually the wind stayed pretty much the same.

The elements unleashed by Silver were also far more destructive and sinister. The flames were ravenous and all consuming, devouring everything in their path with terrifying speed. The ice became like thorny spikes, impaling anything in its way. The lightning would connect to multiple targets once it made impact with the original one. And the winds she unleashed were akin to small hurricanes, picking up and throwing anything they could with frightening strength.

The Overlord made the connection fairly quickly that these bizarre deviations were the result of the Grimm blood flowing through her veins. It was very surprised that the blood affected Dust in such a manner, but it was not an unwelcomed surprise. In fact, the Overlord felt the changes to be befitting of its heir.

Silver had also implemented Dust into her assaults, but not in the traditional sense of simply unleashing the wrath of the elements on the Dustlings. Thanks to her hood and Dustling appearance, she could sneak into nests with greater ease than the Grimm, make her way to their Dust stockpiles, and detonate them after making off with several vials and crystals.

Her tactic killed two Dustlings with one blow; it disoriented the Dustlings with the sheer amount of sound and debris it produced, and it robbed them of their most potent weapon, making them easy pickings for the Grimm.

What's even more impressive is how after each slaughter in which Silver employed the tactic, she would burn the bodies and position them to make it appear as if the Dustlings had set off the stockpile _themselves_. Coupling this with the Dustlings' ignorance of the Grimm's true nature, Silver ensured that any Hunters or Trackers investigating the destroyed nests would immediately assume it was a mass suicide performed by the doomed Dustlings to save themselves from the pain of dying by the claws and teeth of the Grimm.

The Overlord had chosen its heir well.

She employed this maneuver all across the eastern half of the continent. In but a year's time, Silver had wiped out three dozen Dustling nests and caravans and slain seven more Trackers. Their symbols now hung from her waist as trophies, advertising her prowess as a killer.

Very few Dustlings escaped her attacks, and the ones that ran were often hunted down and butchered before reaching the safety of the large nests. Some did manage to flee to the larger nests however. It was inevitable. Silver was thorough during her raids, but even she missed a few Dustlings here and there.

Concern gripped the Overlord when it heard of the first time a Dustling had escaped Silver's grasp, and it immediately sent out a small raven to locate the stray and determine whether it was a threat or not. The first was a Tracker who narrowly avoided joining its pack mates in a serpent's digestive track.

Thankfully, the Tracker was hysterical when the raven found it. Weeping and screaming, even as other Dustlings tried to help it. The other survivors were in similar states, driven to the point of insanity from Silver's shrieks and taunts. Their minds shattered by the terror she inflicted on them.

It recalled what one Dustling that fled one of her more recent raids kept yelling as others dragged it away.

_The Siren is coming for me! It's coming for me! DON'T LET IT GET ME!_

Silver was building a reputation among the Dustlings. An unseen Grimm who's screams ushered forth waves of Grimm and who's sweet, innocent voice lured the unsuspecting to their doom.

And that did not bode well with the Overlord.

The Dustlings' fear of a new Grimm would make concealing Silver's existence (and its own) even harder. The Overlord would need to keep her confined to the Gulch for a time until the rumors of the Siren disappeared, but that was easier said than done.

Silver was an adventurous child, and did not like staying in one place for too long with nothing to do. She'd become restless and agitated, desiring to escape the Gulch for just a few days for some fresh air and a change of scenery. It had been a tremendous chore keeping her from leaving it when she was younger and not allowed to leave the safety of the Gulch.

The Overlord had pondered for weeks on how to quell the rumors and how to prevent more from popping up until it finally came up with an answer.

One that didn't require Silver to stay cooped up in the Gulch.

'_That is enough for today, little Rose.'_ The Overlord spoke, walking over to the two. Flinch stepped back as it approached, her face lowered in submissive fear. _'Tell Flinch to leave us.'_

Silver nodded her head and turned to Flinch. "No more today." She said in her high-pitched voice. "Father say you go now." Silver raised her claw and pointed towards the west cavern entrance, instructing the slave where she should go.

"Y-yes, Master. As you wish." She bowed quickly before heading to the cave, her hound escort right behind her. Flinch may be bent to the Overlord's will, and have become surprisingly accustomed to her new life as a teacher slave, but she was still a Dustling. The Overlord would take no chances with her.

'_Come, little Rose.' _It told its heir. _'We are heading out.'_

The Overlord called forth one of the great ravens roosting on the Gulch cliffs, commanding it to land in the center of the canyon. The mighty bird landed with a thud, its strong wings sending dirt and dust flying outwards. It lowered its body to the ground as its master approached, prepared to be boarded by the Overlord and Silver.

'_Where are we going, Father?'_ Silver asked inquisitively as she climbed atop the raven, griping its thick feathers with her claws. _'Are we going on a raid?'_

'_No, little Rose.'_ It told her as the raven flapped its wings and shot into the sky._ 'We are heading to the far north, past the white mountain.'_

'_We are leaving the continent.'_

* * *

**~o0o~**

* * *

**One Week Later…**

Unlike the south eastern forests of the main continent, where winter's bite was almost unnoticeable, the northern continent was completely clutched in the freezing grip of the cold season. Gray clouds clotted the sky and sun, while several feet of heavy snow covered the earth.

It was cold too. Even with her higher tolerance to dramatic climates, Silver was freezing. As such, she was very grateful for the winter cloak her father had weaved for her. She wore it over her red hood, unwilling to part with the old piece of cloth. Its thick, insulated fur kept her small body cozy-warm despite the frigid temperature, and its white color helped her blend in with equally white landscape.

Silver had seen snow before, of course, the lands to the north of the Gulch would sometimes receive snowfalls during the winter, but besides very few places, it was never guaranteed to fall and mostly just amounted to a few inches when it did. The Gulch itself was too far south to ever have snow. The only real sign of winter in the canyon was a drop in temperature and overcasting clouds.

The northern continent was different though. Snow was everywhere. On the ground, the rocks, the bushes, even the tree branches supported high columns of the frozen liquid with dozens of icicles hanging from underneath.

In fact, the snow was so high, when Silver jumped off the raven her whole body from the belly down was consumed by the white, frozen sea. Her father had to pull her out of the snow after she made several failed attempts to free herself from its cold embrace. Gripping her by the hood, he gently placed her down on the unbroken snow.

Silver could only sit there in awe of the world around her. She had never once left the main continent before. She had traveled nearly every corner of it, (save the two large Dustling nests), as well as a few of the islands off its coast, but never had she actually _left_ it.

It was exciting.

But before Silver could begin enjoying this new environment through exploration and play, her father addressed her.

'_Silver,'_ He began. _'For many years, I have raised you to be my heir. Teaching you many things you will need to know when I am gone and you take my place._

'_You have shown me time and time again that you are worthy of being the Mistress of Grimm. Slaughtering Dustlings with effective and brutal tactics, using every resource available to you, and showing no quarter to the enemy.'_

He pauses for a time, simply looking at Silver with calm eyes before continuing. _'But you still have much to learn and accomplish, little Rose. And I will not always be here to help you. Therefore, I have come to a decision. You shall stay in the north for one year…'_

'_By yourself.'_

Silver could only gawk at her father with wide eyes, not really sure she heard him right. _'W-what?!'_ She barely whispered.

'_You must learn to fend for yourself, little Rose.'_ He said stoically. _'You have relied on me for many things, but I will not be here forever. This will determine if you can survive without my guidance and protection. You shall be put in command of all Grimm on this continent, and are to use them as you see fit.'_

'_B-b-but Daddy!' _she stammered, running up to him, panicked and confused. _'W-why are you doing this!? Have I upset you? Please, I'm sorry if I did!'_ She looked up at him with pleading eyes.

Her father placed his mighty hand upon her head and rubbed it gently. _'You have not upset me, little Rose, and this is no punishment. But there will come a time when I will fall and you will rise in my place. I need to be sure you are capable, truly capable, of leading the Grimm when that time comes.'_

He knelt down and placed his forehead against her own. _'Do not worry, little Rose.'_ He spoke gently. _'I shall return for you in exactly one year's time, and bring you back to the Gulch.'_

Silver couldn't help but start whimpering. She hated being away from Daddy! It was scary! But she also didn't want to disappoint him. His tone said he had so much faith in Silver that he knew she would survive the long year of isolation to come, even if she didn't.

It wasn't just the loneliness that frightened Silver. The northern continent was the location of the most aggressive Dustling nests in the world. They possessed mighty armies of warriors and iron-golems to defend their borders. Flocks of metal birds, big and small, patrolled its skies. And their builders were constructing new weapons every day.

Silver could not understand why her father would have her perform this trial _here_ of all places. He himself had told her that they were far less lax than the Dustlings of the other continents, and far more vigilant. Even Silver's usual terror tactics and concealment measures could be discovered by them if she wasn't careful.

Why have the trial here!?

He sensed her distress and confusion, and pulled her into an embrace. _'I do not want you to wage war against a foe that you are not ready to face while you are here, little Rose.'_ He said. _'I want you to _survive_.'_

'_Do you understand?'_ He pulled her away to look her in the eyes. _'I know you are vicious, I know you are strong, I know you are cunning. Now I want to know that you can live without me. The north is very dangerous, but if you can survive here you can survive anywhere.'_

'_And I have faith in you, my daughter.'_

Silver felt her lips quivering as he said these words. She was touched to hear Daddy praise her with such kind words. He _expected_ her to survive this, expected her to face the challenges in her way and expected her to emerge from the north stronger than ever.

And despite her strong reluctance to being alone for one year, Silver wanted to meet these expectations. She wanted to show her daddy she would do all he wanted and more. That he had not misplaced his trust in her. That she could survive on her own.

That his daughter was truly worthy of him.

'_Okay…'_ Silver finally said, moving into another hug which her father gladly accepted. _'I'll do it.'_

'_Do not despair, little Rose.'_ He told her, rocking her back and forth in the embrace. _'The year will pass faster than you think, and when it does, I will be here, waiting for you.'_

Silver sniffled as she struggled to keep herself from outright sobbing. _'C-can you not leave yet, though?'_ Silver whispers timidly, nuzzling into him. _'Can you at least stay till tomorrow morning?'_

A soft click-like purr escapes his maw. _'Of course, little Rose.'_

And so Silver and her father spent what was left of the day together. They explored the snowy land around them. The area of their landing was in close proximity to a great mountain range where Silver passed time pointing out the many bizarre shapes the ice and snow took on the rocks.

Afterwards, they simply played in the snow. At first, they simply drew images in the snow, then they became engaged in a brutal snowball war. Silver had provoked the conflict by launching one of the frosty projectiles at her father and hitting him right in the back of the head. Her father retaliated with a snowball of his own, which knocked Silver off her feet.

Now Silver was using her superior speed and agility to strike at her father from all angles, dodging his snowballs left and right while returning fire with a rapid string of her own. The Overlord's larger body and incredible strength made him a difficult foe to topple. He took his daughter's throws without flinching, aiming his shots carefully before unleashing a devastatingly powerful snowball throw her way.

After much fighting, both sides finally called for a ceasefire.

Not long after, some of the local Grimm appeared, (a small pack of hounds and a bear), drawn to the presence of their creator. Having never seen Silver before, these Grimm were confused by the child before them, having the body of a Dustling but the scent of a Grimm. Eventually, they realized she was the heir of their creator and bowed respectfully.

Silver had a joyous time playing with the Grimm, play-fighting with a few of the younger hounds and riding around on the bear's back, cheerfully laughing as her father watched from the side.

Before Silver knew it, the day was over and night had begun. The clouds hid both the sun and moon from sight, so she was not aware of the time change until it happened.

And if it was cold during the day it was freezing at night. Silver and her father curled up against the great raven's warm body, its large wing draped over them protectively, shielding them from the frigid air. The other Grimm took position around the bird, keeping an eye out for danger.

Silver was very tired, but she didn't want to sleep. If she fell asleep she couldn't spend more time with her father. She struggled to keep her eyes open, but they were so heavy, and it felt so nice when they closed… Maybe for just a few minutes…

'_No!' _She thought to herself, eyes shooting open. _'I must stay awake! I must… must… stay…'_

_Zzzzzz…._

And so the heir succumbed to her body's desire and fell into a peaceful sleep.

The following morning, Silver woke up with a carefree yawn that turned sour when she remembered what would happen today.

Daddy was leaving.

Silver knew it was happening, even came to terms with it a bit, but she still didn't want him to go. He chased the dream terrors away, kept her safe all these years, fed her, nurtured her, and so much more.

To be away from him for a whole year was a very frightening concept.

But his reasoning was sound. Silver was to become the next ruler of the Grimm, an unstoppable, unknowable being that no Dustling, (save Flinch), has seen and lived to speak of. She could not become this being if she was overly reliant on her father, it'd become a crutch that would hamper her throughout her reign.

This was a necessary ordeal Silver had to go through.

'_You promise you'll be back in _exactly _one year?'_ Silver asked her father as he prepared to leave. _'Right here?'_

'_Yes, little Rose.'_ He answers comfortingly, _'I will return to this exact same clearing on this exact same day one year from now.'_

'_Okay…'_ She responded, still feeling depressed and scared.

'_I have faith in you, little Rose.'_ He told her. _'Don't ever forget that.'_

With those words, he turned to mount the raven, but just as he was about to climb onto its back, Silver rushed up to him and hugged him tightly.

'_Goodbye, Daddy.'_ She said with a sniffle. _'I love you.'_

Not wanting to endure the pain of watching her father fly off, Silver bolted into the surrounding woods as soon as she finished her farewell. The Grimm followed after her, growling and huffing as they ran behind her.

Hot tears trailed down her face as she ran, too warm for the cold air to freeze them. She wiped them away with the back of her right claw.

'_Have to stay focused.'_ Silver reminded herself, pushing the sorrow out of her mind and replacing it with determination. _'Can't disappoint Daddy.'_

* * *

**~o0o~**

* * *

**The Next Day…**

The flight was a quiet one. The Overlord had become used to the silence over its long life, but when it took in Silver the silence was broken. She would constantly be looking over the side of the raven, pointing out interesting landmarks or Dustling nests, her happy voice constantly chirping in its mind.

And without her voice, the Overlord found the silence unbearably deafening.

It thought it was ready to be separated from Silver for such a long time. It had been alone for millennia before Silver's transformation; the sole ruler of the Grimm hordes. It _was_ ready to leave her in the north… but then she said goodbye.

'_I love you_…_'_

Those three little words had paralyzed the Overlord. And before it could even respond, Silver dashed off with the local Grimm, not even waiting for it to leave before she began her temporary exile.

When those words were spoken the Overlord couldn't fathom why they impacted it with such intensity. It almost wanted to bring Silver back with it, completely disregard its own words and reasoning for the trial and bring her back to the Gulch, and keep her there until the rumors of the Siren died down.

But it knew this was the best course of action.

With Silver in the northern continent, the fledgling myths of the Siren will die without her signature attacks plaguing their nests. And if not that, her presence in the north will make the Dustlings think it is not some special Grimm restricted to their continent, but a new and rare species found across the world.

Though the Overlord had not told Silver the true reason for her exile, it had meant the words it told her. The north was an almost inhospitable place, winter ruled much of the land for almost the entire year. Rockslides and avalanches were common, if not daily, hazards to be cautious of. And there was little food to be found in its harsh wilderness.

The Dustlings there were just as hard as the land was. It had shaped them into tough, adaptable warriors. Even before the Dustlings discovered the crystals the northern nest was a nigh impenetrable fortress. Tens of thousands of Grimm were killed in the siege before the Overlord pulled them back.

And if… _when_ Silver returns after her one year there, she will definitely be stronger than she ever was before.

The Overlord found itself feeling troubled, though. It held great trust in Silver and her skills, but something just felt wrong about leaving her alone like that.

A memory surfaced in its mind as it contemplated this feeling. A very old memory, from when the Overlord was the only Grimm and it had just begun its campaign of genocide against Dustling filth. It was of a male Dustling, a father, armed with a pitchfork, cornered with two small sprites trembling behind it.

Its nest was burning in the night, all other Dustlings were dead, their battered bodies decorated the ground and their blood stained the Overlord crimson. Yet, this Dustling would not yield, would not beg for mercy, or scream for help as the others of its nest did. It stood defiant, yelling at the Overlord and jabbing its improvised weapon in the air to try an intimidate it.

That ended with its chest being caved in and the two sprites' bodies torn to pieces.

The Overlord had seen this behavior before, in animals, but the discovery that Dustlings possessed it too was somewhat surprising. They would place themselves between a threat and their offspring in hopes of protecting them from harm. Putting their own lives on the line, if necessary.

Parental instinct. That's what it was.

Was this what the Overlord was feeling now that Silver had been left to fend for herself? Was this feeling the result of some unconscious urge to protect its heir from danger and ensure her survival?

Was it growing soft?

No… no it wasn't. If it was, it wouldn't have left Silver in the north to fend for herself. It wouldn't have allowed her to go off on her own multiple times to attack Dustling nests and caravans. It wouldn't have let her hunt down Trackers.

It probably wouldn't have let her even leave the Gulch.

No, the Overlord was not growing soft. It was simply concerned for its daughter's welfare was all.

Turning its thoughts away from its long away daughter, the Overlord began thinking over how it would quell the rumors of her existence among the Dustling masses. Time would ensure they're lost, but the Overlord felt as if it could not wait for that.

The smattering of survivors that escaped Silver's attacks were all located in the northern nest of the main continent. They were where the rumors first sprang from, lamenting about earsplitting shrieks and demonic cackling. Killing them and any they told their experiences to would certainly aid in smothering the whispers of the Grimm Siren.

But it'd be impossible to slip a Grimm of any size into the nest and reach them before it was discovered and killed.

The only one who could possibly infiltrate the nest was Silver, and she wa-

… wait…

There was another who could perform this task for it. Someone who the Dustlings would never suspect.

The Overlord grinned. Yes… it just might work…

* * *

**~o0o~**

* * *

**Several Weeks Later…**

"_VINCE! VINCE! PLEASE HELP ME! HELP ME-AHHHHHHHHH!"_

Cold sweat covering his body, Vince Lennec sprung up in his bed with a gasp, panting hard. The young fox faunus placed a shaky hand over his face, muffling his air gulping as his eyes threatened to shoot out of their sockets and his ears laid flat against his scalp.

Eight months…

Eight months and still they haunted him. Blaming him. Hating him.

He was the reason they were all dead!

He tried to hold back the sobbing, but relented after but a mere second, unable to hold in all the guilt he bore.

It was supposed to be an easy job. They investigate the increase of Grimm activity in the south eastern sector outside Vale and report back. Piece of cake for third year team.

But it wasn't a piece of cake.

It started when they engaged a pack of beowolves on the outskirts of the Mountain Glenn ruins. The pack itself wasn't anything special, thirty or so beowolves, nothing his team couldn't handle.

Then the last beowolf turned tail and ran, something Grimm never do. TEEL didn't ponder on this behavior though, they just charged after the fleeing Grimm, intent on adding it to their kill count.

They chased it for he didn't know how long, and followed it into a large mud filled clearing, when it happened…

A deafening scream brought team TEEL to their knees, clutching their ears in agony. (Vince was hit the worst by the shriek due to his large fox ears, and still couldn't hear properly in one of his ears as a result.)

Ellie and Edmund were the first to go. The twins were standing in the middle of the muddy spot when the paralyzing scream sounded. Out of the muck sprung the double heads of a king taijitu, breaching the mud like whales. They snapped up the two siblings with little issue, downing them both in a single gulp(s).

Tina was next. She had shook herself out of her stupor just in time to watch Ellie and Edmund get devoured. Enraged by the sight of her teammates being eaten, Tina charged the snake with a mighty war cry.

She didn't get far though. Out of nowhere, four bony spikes penetrated her left side, imbedding themselves in her hip, shoulder and torso. Tina crashed into the mud with a wet thud and a surprised scream. Vince by now was finally recovered from the sonic assault on his eardrums and was completely terrified by the scene before him.

His leader and friend on the ground bleeding out. A massive Grimm turning its attention to the two surviving members of TEEL. Packs of Grimm menacingly emerging from the forest and into the clearing.

Vince couldn't take it. He ran.

He ran as fast as he could, trying his best to ignore Tina's cries for help as the Grimm fell upon her.

Several Grimm ignored his weakened teammate and ran right after him, hot on his heels. He could hear their snarls and grunts as if they were at his very side. Vince fired his pistol blindly at the Grimm, not even bothering to aim.

Vince heard a few stumble, but he didn't look to see if he actually killed any of them.

He just kept running.

Then the laughter began.

It sounded like a little girl, cackling manically at his misfortune, mocking him. He couldn't zone in on it, his ears were still ringing from the scream and the laughter seemed to come from all around.

Vince wasn't quite sure how he escaped death. He blacked out during the chase, and found himself waking up in a hospital bed in Vale. The doctor told Vince he had been found screaming and crying just outside the city.

Vince tried to tell them what happened, tell them how the Grimm led him and his team into a trap, but his words fell on deaf ears. He was diagnosed with PTSD and his warnings were dismissed as trauma influenced hallucinations brought about by the sudden loss of his team.

He was kept in the hospital for months until he was deemed safe enough to be let out into the world. By then, Vince was a completely different person. Where there once was a curious, funny young man who could be anyone's friend, there was now a timid, empty shell jumping at every shadow he saw. His survivor's guilt was always eating away at him, he never knew when he might break down in spontaneous sobbing fits.

He left Beacon Academy soon after being released from the hospital. He didn't care if people thought he was a coward for it, he was _never_ going outside the kingdom again.

He wasn't going to risk meeting the Siren again. Not for a trillion lien.

He stayed with his parents, having nowhere else to go. They didn't mind none though, they were just happy to have their boy back, even if they didn't believe the truth about his team's demise.

Shortly after he was let out of the hospital, Vince heard about others who had survived the Siren's wrath. He tried to contact some of them, but most were too far-gone. Little more than gibbering wrecks even more worse off than Vince.

There was one though who still had a good grip on his sanity. He actually visited Vince multiple times during his stay in the hospital.

A young boy named Rojo Toro.

He was that kid who survived the Forever Falls' train wreck a few years back. Said he heard the Siren's scream too, just before the Grimm descended on the train cars. Said he believed the faunus about the Siren controlling the Grimm.

Said he knew how frustrating it was to have no one believe him.

After some twenty minutes of sobbing and remembering the past, Vince stopped and forced himself out of bed. The clock said it was about 11:30 A.M. so his parents were both off at work. He took a cold shower to wash off the sweat before changing into some fresh clothes.

He went downstairs and made himself some eggs, bacon and toast, poured himself a bowl of Pumpkin Pete's cereal, and sat down for a late breakfast.

_KNOCK, KNOCK, KNOCK!_

The sudden sound of someone knocking on his door jolted Vince from his seat, spilling the cereal onto the table.

"_Hello?"_ A woman's voice called out. _"Hello, is anyone home? I need to speak with a Vincent Lennec."_

Vince wasn't expecting anyone so he was on edge. His parents weren't home either so it couldn't be one of their friends.

Carefully, he walked over to the front door and slowly opened it.

When he opened the door he was shocked to see a strawberry blonde woman, somewhere in her mid-thirties, standing outside his house with a calm smile on her face. She wore mainly black clothes laced with red and white, and had a large brown satchel draped over her right side. But what caught Vince's attention was the strange choker around her neck.

It looked like a spiked collar…

"Hello." The woman said, startling Vince out of his observation. "I'm Vanessa Leto. May I come in please?"

* * *

**Author's Note: DONE! Man that was a dozzy of a chapter! Now I know what some of you are thinking, why didn't the Overlord just tell Silver what was wrong? It's because, one: she can't rely on others pointing out all her mistakes for her, she needs to find them on her own. And two: can you seriously say you're doing a bad job to such an adorable face?**

**Anyway, hope you liked the chapter!**

**Please Fav, Follow, and Review. Thank You!**

**DeadRich18 Out!**


	5. Chapter 4: Hungry Like the Wolf

**I do not own RWBY. I do however own the Original Characters.**

**Chapter Four is up ya'll! I really like this one and hope you all do too, hope you enjoy!**

**Special appearance in this one, again, hope you like it!**

**THIS IS HAS BEEN EDITTED AND REWRITTEN FROM THE ORIGINAL DRAFT!**

* * *

**Grimm Heir**

**Chapter Four: Hungry like The Wolf**

"Here's your coffee, miss." The young waitress said as she laid the mug and saucer down on the little café table.

"Thank you." Flinch said as she poured the cream and sugar into the coffee before stirring it.

When the black liquid changed to a suitable brown color she brought it up to her lips, and took a small sip. The coffee was still scalding hot, but Flinch couldn't care less. To taste something other than wild berries and raw meat was absolutely divine.

Flinch knew she would not stay in Vale for long, so she was determined to enjoy as much of it as she possibly could. She had bought several pairs of shoes that went fabulously with her new dress, along with a few pairs of black stockings. Some more… private garments were also purchased, but that was neither here nor there.

A small, but cozy apartment served as her temporary dwelling. Flinch had forgotten the bliss and comfort of sleeping on a real bed instead of uncured animal furs on top of rocks. And after eating like an animal for almost two years, the taste of cooked food brought tears of joy to the slave's eyes.

But Master had not given her this leave for her enjoyment. He had tasked Flinch with an extremely important mission. A mission that only she could accomplish…

* * *

**~o0o~**

* * *

**Several Weeks ago…**

_The caves were quiet with Master gone. The Grimm that dwelled within the spacious catacombs had departed to the surface soon after Master had left with Mistress on the giant nevermore. Those that remained were only a few of the armored Grimm and that damned tombstalker._

_Flinch hated that thing. She was always worried it would bite her when Master or Mistress wasn't around. They were the only ones capable of controlling the Grimm after all, and without them here it was only a matter of time before that little monster decided it wanted to do more than just bite Flinch._

_The only safety Flinch had from the centipede Grimm was her beowolf escort. It never left her side, ensuring she did as she was told and that the lesser Grimm knew to keep their distance. It was her warden as much as it was her protector, and she was perfectly fine with that._

_So long as it kept the tombstalker away._

_Flinch was occupying herself with counting and recounting their supply of Dust. It was the only thing she could do when her master and mistress were away, as she was forbidden from leaving the caves when neither was in the canyon. It was an unbelievably dull chore, but it was better than simply pacing back and forth until they returned._

_Flinch had just finished counting the wind crystals for the 4,134__th__ time when the distinct sound of heavy footsteps made her and the beowolf turn to see their master marching towards them._

_Flinch bowed her head fearfully as he strode up to them. "Master," She began, "Was your journey ple-"_

_Flinch's greeting was abruptly silenced when her master clutched her entire face in his mighty fist._

"_Huh?"_

_It was all she could utter before her mind was assaulted by a wave of unfamiliar faces. The images of thirteen people, both human and faunus, flooded into her psyche with such brutal force, Flinch's head felt like it would split open._

_Then, with as much suddenness as he had performed the strange and painful act, her master removed his hand and let the slave crumble to the ground. Flinch groaned as she clutched her throbbing head, trying to relieve the pain._

_What just happened? Why did those faces appear in her mind? Did Master do it? How did he? The questions only served to intensify Flinch's pounding headache._

"_**Find… them…"**__ Her master's growling voice commanded, seizing Flinch's attention. __**"Kill… them…"**_

_Flinch didn't understand. _Kill them_? Who? The ones who wore those faces? Why must they die, and why by her hand?_

"_M-Master… I-I don't understand." Stuttered Flinch, afraid stating her confusion might anger her inhuman lord. "W-why must _I _kill them?"_

_He growled briefly, making Flinch flinch. __**"Hidden… in… nest…. Out… of… my… reach…"**__ He hissed, irritated. __**"But… not… yours…"**_

_Did… Did he mean that they were in the kingdoms? Did he want her to go to the kingdoms and kill them?! Flinch couldn't do that! The kingdoms were massive and searching for them would be like trying to find a couple of needles in four massive haystacks. It could take her months maybe years to find them all! And even if she did find them, how could she kill them without being noticed or found out?_

_Besides, how could Mistress continue her lessons without-_

_Wait… where was Mistress?_

_Flinch looked both left and right, but could not see her young mistress. Was she still on the surface?_

"_M-Master." Flinch began. "Where is Mistress?"_

_He looked down at her, his burning eyes boring into her soul._

"_**Northern… lands… across… the… sea…"**_

_Flinch was speechless. Why was Mistress all the way up in Mantle? Was she being punished for something? Was it some test thought up by her master? What was the reasoning for it?_

_Before Flinch could ponder further on this turn of events, she felt herself being hoisted up onto her feet by the armored beowolf. It looked towards Master for but a second before bolting off, leaving Flinch alone with her captor._

_Flinch's anxiety was growing with each passing second now. Why did Master dismiss the beowolf? Was its presence no longer needed? Flinch's pupils shrunk. Was he going to have the tombstalker bite her again? Oh, please not be the tombstalker! Anything but tha-_

_RIIP!_

"_EEHH!?" Flinch shrieked when she felt the filthy rags covering her body ripped off with a single swipe from her master's gauntlet, leaving the slave wearing only the spiked collar around her neck._

_Flinch's face flushed with embarrassment as she tried to cover her chest and privates with her hands. But Master forced them off her body, exposing her pale naked form. She tried to resist, but the annoyed growling of her master motivated Flinch to cease her struggle._

_He made her hold her arms out to the sides and spread her legs open. Flinch was beyond terrified now. Her master had never shown _this_ kind of interest in her before. She clenched her eyes shut as tears of fear, shame, and embarrassment trailed down her cheeks, and waited for the inevitable violation._

_Flinch tensed when she felt a single, clawed finger rest itself on her waist. The cold digit traced around her midriff slowly, giving the slave goose-bumps._

_Then… he removed his finger from her waist and placed it on her left arm. Confused, Flinch cracked one eye open to see Master was now skimming the digit over her outstretched arm in the same slow manner as he had done with her waist._

_It took Flinch a few seconds to realize what her master was doing, and it left her at a complete loss._

_He was taking her measurements._

_Perplexed but relieved, Flinch relaxed herself slightly knowing her master had not been intending to do… _that_ to her. She stood there for several more minutes as her master traced his finger over her body, measuring every inch of it._

_When he finished, Flinch quickly covered herself with her arms again, but Master was no longer paying attention to her._

_He was staring at his gauntlet, palm facing upwards and fingers poised as if they were clutching something. At first, it looked as If nothing was happening, but in moments, Flinch saw something frothing up from her master's hand. What happened next, made Flinch's jaw drop. He grabbed the bubbling substance with his other hand and _pulled it out_ of his palm, stretching it like a long wad of gum._

_Next, he closed his fist around the base of the material, severing it from his hand. It swung for a while before hanging limply in his off hand, dangling like a freshly caught fish._

_Gray smoke poured off its stretched out body, and a dark red liquid dripped from it as if it were a soaked towel._

_Master grabbed both ends of the… the thing and wrung it out before stretching it even more. He used his mighty strength to widen and lengthen it until it looked like a giant black blanket with barely visible red accents._

_He poked a hole in the blanket with his finger, which he widened further until it was large enough to pass a melon through the aperture without hindrance._

_Flinch watched as Master worked on the blanket, stretching and cutting it with his bare hands. He pinched the edges delicately with the very tips of his gauntlet, and yanked out two lengths to the left and right of the hole, which he also cut open at the ends of._

_Her master surprised Flinch again when he suddenly draped the strange article over her. Her head slipped right through the hole in the middle and her arms fit right through the two lengths at the sides, leaving the rest of her body concealed by the dark article. And despite looking like it was some kind of slimy putty, it felt like soft fabric. Silk to be precise._

_Flinch watched on as Master continued to work on the silk-feeling tarp covering her body. He adjusted it where it was too big or too small, laced elaborated patterns into it, trimmed off parts he did not like, and so on. As he worked, the very look of the tarp changed. With each pull and pinch he made it became more and more cloth-like in appearance._

_Flinch was speechless when she finally understood her master's actions…_

_He was making her a dress._

_Flinch had been wearing nothing but the clothes she was captured in ever since she had been taken. They were rotten and torn, more akin to tattered old rags than articles of clothing. Her socks and shoes suffered worse, having corroded away from age and use, leaving the slave bare footed for much of her stay here._

_Master truly was serious about her traveling to the kingdoms it seemed. Flinch was amazed by his perceptiveness. Somehow he knew that a woman clad in filthy rags would be more suspicious and garner more attention than a woman dressed in expressive garments. Individual expression was one of the pinnacles of mankind's artistic culture after all, she'd blend in by standing out._

_When Master was finally done, he stepped back and stroked his chin thoughtfully as he scrutinized his work. Flinch felt like she was royalty in the dress. It fit her body perfectly. It wasn't restrictive at all, but neither did it feel loose. It was incredibly soft too, if she didn't know any better, she'd have thought she was covered in kittens. Unable to help herself, Flinch did a little twirl. She smiled as the long skirt rose and spun with her body, becoming a white-trimmed black saucer._

_A strange, growling-hum made Flinch look to see her master narrow his eyes at her, displeased with something. He stepped forward and raised his right hand to her chest, where he traced his index finger across the surface of the dress. Flinch felt the burning heat of her blushing face as her master continued to etch some strange symbol upon the fabric just above her right breast._

_After a minute or so, he once again retracted his hand and inspected the dress. This time, with an approving clicking noise emitting from his mouth._

_Flinch looked down to see that he had drawn onto her dress what looked like a horned skull. The skull was dyed blood red and dagger-like teeth filled its open maw. It was so masterfully detailed and life-like, it looked ready to jump off the fabric and rip the throat out of anyone foolish enough to approach it._

_It was during her inspection of the skull that the beowolf returned, holding something in its claws. Flinch was surprised to see that it was a brown leather satchel in its grasp. It presented it to Master with a bowed head, who took it from the offered claw and opened it._

_Flinch studied the pack in her master's hands. It looked familiar to her, but she couldn't place why. Her attention was torn from the satchel to her master when she saw him dropping something into the bag. He did this again, and Flinch saw that he was dropping tiny deathstalkers in the bag!_

_What's more, they were materializing right out of his hand, like the material he used for the dress, except the deathstalkers came forth from black vapor instead of tarry bubbles. Each one was made within the span of about thirty seconds, the vapor twisting and shifting into the bodies of the malevolent scorpions._

_Tombstalkers and deathstalkers were extremely similar creatures. They were both rare and powerful Grimm, protected by hard exoskeletons, and armed with pincers strong enough to snap a car in half. They were also extremely venomous when small._

_Unlike tombstalkers, who lose their poisonous bite when they are large enough to coil around an armored truck, deathstalkers kept their venomous sting long after they reach full size, (albeit not as potent, but still lethal). But just like normal scorpions, deathstalker venom is more potent the smaller its owner is._

_The deathstalkers her master was dropping into the satchel were about the size of baseballs. Meaning they could kill a man in minutes with just one prick of their golden stingers._

_Her master placed about twenty deathstalkers in the bag before he was satisfied and closed the main compartment's flap. He then walked over to the small crate where they kept the looted fire Dust and took from it several crystals. These were placed in one of the secondary pouches on the satchel._

_With that done, Flinch's master held out the bag for her to take. She was tentative to do so, as the bag was filled with deadly deathstalkers ready to sting anything they wanted. However, her fear of her master's wrath outweighed her fear of the Grimm in the satchel and she took it._

_Once in her hands, Flinch noticed something embroidered on the satchel. A picture of a flower incased in flame, and below it were letters, words actually, four of them. It had been a long time since Flinch had read anything, but she still retained her ability to decipher words._

_They read…_

_**Property of Vanessa Leto**_

_Vanessa Leto… Vanessa Leto… Vanessa… Leto…_

_It was a name obviously, and for one reason or another, it felt eerily familiar to Flinch. Perhaps she knew someone named Vanessa Leto before her capture. It really didn't matter, though. The person was probably dead now anyway._

"_**Use… against… them…"**__ Master commanded, spooking Flinch from her thoughts. __**"Will... not... hurt… you…"**__ He pointed at the skull on her chest. __**"My… Mark… pro…tects… you..."**_

"_**Re…turn… when… done… or… face… con…se…quences…"**_

_Flinch bowed her head instinctively at his orders before she spoke the words she had uttered more out of any during her servitude._

"_Yes, my master. I live to serve."_

* * *

**~o0o~**

* * *

**Present…**

Flinch found herself smiling as she recalled how easy it turned out tracking down the ones her master desired dead were, contrast to her original assumptions.

Shortly after being dropped off by her master just a day's walk from the city of Vale, Flinch was found by a team of first year Beacon students and a Huntsman that were in the area. She told them that she was the survivor of a Grimm attack that wiped out her entire village. They believed her, and offered to escort her back to the safety of the city.

Interestingly enough, it was during this journey that one of the students asked Flinch if the Siren had attacked her village. Flinch asked what the Siren was, and the student unwittingly explained the reason behind Flinch's mission to her.

For over a year, people had been found on the outskirts of Vale raving about a Grimm whose screams heralded the destruction of entire towns. The few who survived were usually insane by the time kingdom security patrols found them, and most didn't recover from the trauma.

The Huntsman chided the student for spreading rumors about fictional Grimm. As far as he was concerned, the survivors were just hallucinating.

Oh, how wrong he was…

Flinch was very aware of her pupil's partialness to terrorizing others, (having been victim to this affinity herself for a short while), and quickly came to understand the true goal of her mission.

Disposing of witnesses.

That night, after they had stopped to make camp, Flinch let lose the tiny deathstalkers in her bag. They stared up at Flinch with angry clicks, but just as her master stated, when they spotted the skull on her dress they immediately ceased acting threateningly towards her and turned their sights on the sleeping forms of her "rescuers".

They did not wake when morning came.

The deathstalkers scurried back into the bag soon after dispatching Flinch's would-be escorts. She looted their bodies for Lien and Dust, storing them in the empty pockets of her dress and the vacant pouches of her satchel. Flinch also found a plain but effective looking dagger on the belt of the student who had asked her about the siren. Flinch decided the dead girl had no use for it now and took it for herself, strapping its sheath and the belt holding it to her own waist.

Sadly, none wore shoes in her size, so she was forced to continue onwards barefooted.

But she did take something that proved immensely helpful. One of their Scrolls. Flinch took it and typed in "Siren attack survivors".

In under a minute, Flinch had a list of names and locations.

Of course, this also meant enough time had passed for the rumor of her mistress's existence to reach the web, making it basically impossible to erase completely.

Thankfully, there was close to nothing about the "Siren" herself, as many of the survivors were too traumatized to recall anything except for shrill screaming and mocking laughter. There was only speculation and theory to what the Siren truly was, and Flinch would need to work fast to make sure it stayed that way.

And work fast she did. Within ten days, Flinch had already killed three of the survivors. Now, she had around half of them dead, the latest being that faunus boy.

She was unable to plant a deathstalker within his home as she had done with the others, however, and was forced to result to more… direct methods.

The struggle was fierce, a table was overturned, dozens of dishes were shattered, and an antique clock was smashed, but Flinch eventually overpowered the younger boy and stabbed him in the chest with her previously looted knife.

The fight resulted in her dress being thoroughly stained with blood, which panicked the murderer. She franticly searched the house for some soap to wash the blood from her gown, but when she finally did, she was amazed to see the blood slowly recede into the fabric and vanish.

Undoubtedly, a quality bestowed upon the garment by Master.

With the faunus dead on the floor, and her dress free of evidence, Flinch searched the house for anything she could use. She found a couple hundred Lien, some Dust crystals, and a few miscellaneous items she'd have use for back in the Gulch. She placed them all in the satchel, careful not to squash the deathstalkers residing in it.

Loot in bag and target dead, Flinch left the house behind her.

Along with an active fire crystal.

She was about two blocks away when she heard the explosion. People were running around in panic, screaming about terrorists and bombs. None paid attention to the pale, blonde woman dressed in black walking away.

And now, she was sitting down at a café, drinking a delicious cup of coffee paid for with the very money she had taken from the boy's home, now nothing but a pile of ash.

Flinch often burned down the houses of the witnesses who were out of the hospitals or asylums. It destroyed any evidence that might expose her mission to the authorities, and the flashy explosion made everyone assume it was the White Fang's doing, since most of the targets were humans.

It was after Flinch ignited the home of her third victim, that she started to wonder. Should she feel some form of regret or guilt for her actions? They were people like her, yet she felt no remorse for the lives she took in the name of her master and mistress, nor shame for taking things from their homes or persons when they died.

But Flinch soon realized they weren't like her, not at all.

They were free. Free and completely ungrateful. They did not cherish their freedom, they squandered it, abused it. To see these people who did not know what it was like to survive on scraps complain about not getting the right toppings on their hot dog made her seethe with rage and purpose.

They were pigs, fat and lazy.

And they deserved to be slaughtered like pigs.

Flinch doubted Master would mind if she added a few more marks to her tally. It wasn't like he'd be upset, right? The deathstalkers certainly didn't mind it, especially when she'd drop bits of flesh into the satchel for them to nibble on, (which she admitted was rather cute to watch).

"Excuse me?" A man's voice said, jarring Flinch from her thoughts as she turned to look at him. "Would you mind if I took a seat?" He gestured to the chair opposite of her own.

"Go ahead." Flinch offered with a fake smile.

"Thank you." He said, sitting down across from her. The same waitress that had brought Flinch her own coffee. "A cup of black coffee please."

She nods politely, and walks off to get his order. The man then turns to face Flinch, his eyes half obscured by the glasses over them, and a patient smile gracing his lips. "This is one of my favorite cafés." He says. "They have some of the best coffee in Vale, wouldn't you agree?"

Flinch nods. "It is delicious." She agrees.

They sit in silence after that. Flinch, taking fast sips of her coffee so she could pay and leave. While the man sat patiently, idly waiting for a cup of his own. She briefly entertained the thought of adding him to her tally. He had interrupted her coffee time, after all, forcing the slave to finish her beverage quickly instead of enjoy it slowly like she had been before his arrival.

Not to mention that arrogant look on his face made her want to claw his eyes out.

After several awkward minutes, the waitress returned with his order. "Here you go, sir." She placed it on the table, and left with another polite nod.

Flinch was happy to see her mug was empty, and stood up to leave. She grabbed her satchel off her chair and reached in for several Lien cards which she placed next to her empty mug.

With the fee on the table, Flinch quickly turned and left.

"Have a pleasant day, Ms. Leto." The man said.

Flinch stopped.

'_H-how did he...!?'_ She thought, her eyes wide from the surprise farewell.

She had been using the name on the bag as a cover during her stay in Vale. The name was unique sounding, but it didn't stand out very much, making it a good cover identity.

Flinch suddenly was afraid. Was he aware of her involvement in the murders? Maybe he knew the woman named Vanessa Leto, and thought Flinch had killed her too. Her blood ran cold. What if he was a Huntsman assigned with investigating the murders?

Not wanting to risk exposure, Flinch tried her best to calmly walk away from the café. When she felt she was out of view, she made a beeline for her apartment. She would need to lay low for a few days. At least until she felt it was safe enough to continue her mission.

* * *

**~o0o~**

* * *

He watched with a frown as Vanessa Leto tensed before she resumed walking away from him.

He had wanted to ask what happened to her eighteen months ago. The Huntress was last seen in Mantle during an escort job. After that, she just vanished. No body, no blood, not even a drag trail.

It made him wonder what she was doing here in Vale, drinking coffee at a café and wearing one of the most expensive looking dresses he'd ever seen.

He would have asked her, but she left before he had the chance to truly converse with her.

Professor Ozpin raised the mug of black caffeine up to his mouth and took a sip as his thoughts drifted to the black gown she wore.

Specifically, the red horned-skull embroidered on it.

* * *

**~o0o~**

* * *

**Three Months Later…**

The weather was uncommonly clear today. Barely any clouds marred the sky's blue expanse, and the few that did were white and peaceful.

If Silver had been back in the main continent, she would have welcomed it, but in the north it simply meant that there would be no falling snow to cover her tracks. It restricted her range to only a few miles, any further would run the risk of Dustlings discovering her.

However, thanks to her father's teachings, Silver could bypass this obstacle by taking control over one of the Grimm that wandered the land. This became her go-to method of scouting and exploration since arriving in the north, and it has served her extremely well.

From the safety of her den, Silver saw the world through the eyes of a hound patrolling the snow-covered woods. She smelled what it smelled, heard what it heard, and felt what it felt. Her will controlled its actions as if it were her very own body she was using.

She willed it to venture west, towards the Dustling nest just outside her territory. She had failed to raze it when she first came here, and had not attacked since then due to its close proximity to her den. If the Grimm struck again, they could easily be traced back to her sanctuary.

It was more akin to a small fortress than a nest, really. Towers erected around its perimeter let their sentries see an approaching horde miles away, strong walls shielded the Dustlings from harm, and powerful Dust-shooters mowed down anything in their way.

Even with the cover of a billowing blizzard, the Grimm would be detected. The nest possessed an unknown number of iron-golems, unnatural contraptions forged in metal and fueled by Dust. They could somehow see through the thick snowfall and alert their Dustling masters of the threat.

They were the Dustlings' version of Grimm, in a sense. Tireless beasts that knew neither pain nor fear. Obedient and ruthless, their armored bodies and weapon limbs let them go head to head with a Grimm.

Silver learned this in her first assault on the nest three weeks ago. A mighty blizzard engulfed the land and the darkness of night concealed her pack from sight. But before they reached the nest, a hail of bullets tore through the air and annihilated Silver's vanguard. She had dropped to the ground, as her father had taught her to do when Dust-shooters were used, and watched as her force was obliterated by the unseen attackers.

Then, from out of the storm, they soundlessly charged.

Silver first thought them to be Dustling warriors, but when she sensed no emotion emanating from their beings she knew she was wrong.

The Grimm she had mustered for the attack were young and inexperienced hounds, they relied on their instincts in a fight. However, when facing these emotionless metal automatons, whose hide could withstand their claws, they grew confused and frenzied. Easy targets for the golems.

It was their inability to feel that made the iron-golems such potent weapons against the Grimm. When nests were capable of repelling an attack or two, the negative emotions produced from the attacks served as a beacon for more and more Grimm. The Dustlings' hatred towards their enemy ultimately becomes their undoing.

The iron-golems, on the other hand, were without soul or emotion. They felt no sadness, anger, jealousy, loneliness, or hatred.

So long as they were the ones fighting the Grimm waves, the Dustlings would remain positive, and the nest would be out of Silver's reach.

After her retreat, Silver traveled to the east and found a cave hidden within a cliff. The entrance was small and difficult to reach, but once inside Silver claimed it for her own.

The tunnel like entrance led into a surprisingly spacious cavern, (nowhere near the size of the Gulch cavern of course, but suitable for her needs), lit by the same glowing plants found in the Gulch. Silver quickly set about exploring her new home, and found dozens of tunnels that led into other caverns and the outside world as well.

One even led to an underground hot spring.

Silver spent the next two weeks modifying her den. She marked each tunnel with a specific symbol, to avoid losing her way in the underground labyrinth. She spread the glowing plants to the caverns and tunnels that lacked them, cementing them to the walls with a mixture of slush and mud.

The tunnels that led outside presented a dilemma for Silver. While a good amount were small and inconspicuous, some were big enough for adult Dustlings to through walk at full height, and often opened up in areas easily accessible to them. Silver had these openings blocked off by the Grimm. At her word, they filled them with rocks and covered them in several feet of ice and snow.

Only one large entry way was left open, to allow small Grimm passage into her domicile. The remote valley where it led out to was filled with large, ice-coated rocks and fallen trees. Silver concealed the entrance with large pine branches, making it nearly impossible to notice.

Unfortunately, there were only a few hundred Grimm in the area currently, mostly hounds and a few young bears. More would come, the Grimm were naturally drawn to Silver and her father after all, but this would take time. Many of the older, more powerful Grimm would have to travel down from the icy north where Dustling numbers were lower. Until then, Silver would keep a close eye on the nest, using the Grimm to look for any weaknesses she could exploit.

The sound of voices and the smell of irritation made her halt the hound's advance. Dustlings were close by.

Silver was curious. They usually didn't come this way. Quietly, she had the hound stalk towards the source of the chatter.

It was a small pack, six adults bundled up in heavy coats, long-barreled Dust-shooters slung over their shoulders. They were not Hunters, thankfully, nor were they heading towards her den, but whatever their destination was, the path they were taking was close enough to her den to warrant concern.

Silver willed the hound closer, hoping to hear what they were bickering about. But the hound accidently stepped on an unseen patch of weak ice, shattering it and alerting the Dustlings to its presence.

They yelled to each other and took aim at the hound. Silver released her hold on it before they could fire. It gave her a terrible headache whenever a Grimm she was controlling was killed.

Not wishing to lose more of her already meager amount of Grimm, Silver decided this needed her personal attention. She crawled through the tunnel from which she had first discovered her den. Silver was forced to crawl on her claws and knees for twenty-five feet till she reached the outside. She dropped down to the ground below, holding onto the cliff-face with her left claw to slow the descent.

When Silver was about ten feet away from the ground, she jumped off the side and landed with a soft thump. The location where the hound first saw them was about an hour's walk away, but she knew she might save some time if she heading in the direction they were going.

It was about halfway into her expedition that a howl broke the silence of the world.

_arrrRRRRROOOOO!_

_BANG! BANG!_

Silver's eyes went wide.

That was not a hound's howl…

* * *

**~o0o~**

* * *

'_This is complete bullshit.'_ Gurney thought with a sneer as he took aim at the last wolf and fired. _'Why do we have to do this?'_

For the past month, wolves had been sneaking into Grimmsbane and stealing chickens and lambs. No one knew how they got in until yesterday, when a pair of kids found a hole that went under the wall and led to the outside.

It would have been way easier to just fill it up with cement, but noooo, the farmers wanted the problem taken out at the source. _"They'll just dig another hole!"_ they said.

How could they dig another hole!? It was the middle of fucking winter! The ground was frozen solid! They probably just got lucky when they dug that hole, found a soft spot or something.

But the head of the guard didn't see it that way, so the next day, six of the town's guard set out to track down the wolves and kill them.

Gurney was pissed because he was supposed to have terminal duty today, the cushiest assignment a guard could get. Sit in a nice, warm room, watch a bunch of flashing lights, pretend you know what buttons to push when the C.O. shows up. Super easy!

But instead, he's put in the fucking hunting group!

Gurney sighed. _'At least I might get a new rug out of this.'_

They followed the wolf tracks to a den a few hours outside of town in the woods, only stopping to fill a lone beowolf full of Dust rounds. They reached the den after that, and man, there were a _LOT_ of wolves. Seriously, there were like thirty of the fleabags!

_Were,_ being the key word.

Gurney was pretty sure he got about nine of the mutts, their bodies littered the bloodstained snow like a multicolored fur carpet of gray, brown, white, and black. Ron and Andy were already skinning them, but Gurney just sat down on a fallen log, tired from the long trek and fighting.

"Yo Horace! Can we go now?" Jack asked as he and James kept watch for trouble, "I'm freezing my balls off here."

"Shut up, Jack!" Gurney yelled. "We're all freezing here. You're bitching isn't helping."

"Up yours, lazy fuck!"

"Both of you, shut up." Horace cut in. "You can head back if you want, Jack. 'Course that means you forfeit your cut of the pelts." He said with a smirk.

Jack grumbled, but didn't say anything else. That's what Gurney liked about Horace, he could shut anyone up. Especially that rookie, Jack.

"Merry's been whining about me getting her a fur coat." Ron said as he held up a freshly skinned pelt with a smile. "Think she'll finally quit nagging me to get one now?"

Andy laughed. "Knowing Merry, she's probably gonna think it's too itchy or something and slap ya for it." Everyone got a laugh out of that.

_Hhhrrrrr-hhrrnnn…_

They stopped laughing when they heard a pathetic whimpering.

The men unslung their rifles, ready to shoot at the surviving wolf. Horace signaled them to wait and carefully snuck up to where the noise came from. He neared the entrance of the den and stopped at one of the bigger wolves' bodies. Gurney watched as he made to turn it over-

_THWUNK!_

"SHIT!" James yelled out as a white spike come out of nowhere and punctured Horace's skull. They all fired in the direction it came from, but then turned when they heard screaming, and saw Jack gripping a similar spike jutting out of his chest before slumping to the ground. Dead.

"What the hell is going on!?" Andy yelled as the surviving men formed a circle, aiming their guns wildly in every direction. "Is it a Grimm!?"

"How the fuck should I know!?" Gurney yelled back, pissed and scared.

The thickly packed trees hid the attacker from view, making it impossible for the panicked hunters to pinpoint their position.

Every noise made set them off. A broken twig, rustling branches, falling snow. Each sound earning a round or two from the jumpy hunters.

A shuffling bush made James take aim, but his rifle was empty. He made for a spare clip, when their attacker shot out of the bush like a bullet and smashed into James like a freight train.

The impact pushed him into the others, and everyone went sprawling to the ground. Gurney picked himself off the ground and faced their attacker, rifle aimed and ready to fire, but was stilled by the sheer horror he saw before him.

In the seconds it took for him to get back up and aim his weapon, the rest of his squad was dead. James's face and throat were slashed open like a turkey at dinner. Andy's chest now featured a gaping hole that went all the way through. And Ron was missing his head and one of his arms.

And in the center of it all… a little kid wearing a white cloak, surrounded by falling rose petals.

Gurney blinked.

And the last thing he saw before darkness took him was something white speeding right towards him…

* * *

**~o0o~**

* * *

The final Dustling fell to the ground with a heavy thud as her quill pierced its head. Alas, the death she inflicted on the Dustlings could do little to quell the rage and sorrow that burned within her blackened heart.

Silver knew these wolves. She had encountered them a week ago, during a hunting trip. She had just taken down a large elk stag, and was feasting on it, when the wolves made their appearance.

They approached Silver warily, stopping several yards away from her, growling and snapping at her but only from a safe distance. Silver ignored them for a time, until one wolf decided to approach her. A large black wolf cautiously made its way towards Silver and the stag's corpse.

Silver had always admired wolves. They were the beasts that inspired her father to create the hounds of Grimm. Intelligent and majestic, she always enjoyed watching the packs of the large continent hunt elk and deer, using tactics and numbers to bring down their prey rather than just brute force.

She ripped off a chunk of venison and offered it to the black wolf. The beast sniffed the meat for a moment before taking it in its mouth and eating it.

Seeing their pack member receiving food from the Grimm heir emboldened the rest to approach her and her kill. Silver was happy to share her kill with such noble hunters and she dined beside the wolves that night.

And now they had been slaughtered.

Silver felt angry tears drip down her cheeks as she gazed over the bodies of the slain canines. Her fangs were clenched in rage as she turned to glare at the corpses of the Dustlings that had performed this atrocity.

What reason did they have to kill them? What could possibly justify the slaughter of these innocent creatures? Silver would see to it that every single Dustling in that damn nest was brutally-

_Hrrr-hrrrnn…_

Silver gasped and went wide-eyed when she heard the pleading whimper of a still living wolf.

She hurried over to its source, the body of the brave black wolf that first approached her was covering it. Silver gingerly removed the corpse to find something that made her gasp again.

A pup…

The poor thing was sniveling and whining, pawing at the ground with its one good leg. Blood stained its gray fur a dirty crimson, a bullet wound in its side being the cause. It was certain to die, if not from blood loss, then from infection or starvation for sure.

She knelt down and gently picked the small creature up in her giant claws. It offered no resistance as she brought it close to her. Silver couldn't help but weep as she looked down on it. Its ragged breathing tugged at her heart.

Silver wished she could save it. Wished she could somehow stop its bleeding and-

Wait… blood… that was it!

Silver could use her own blood to save this pup from death by changing it into a Grimm.

Grimm were immune to infection and could endure pain indefinitely. Any wounds received in battle would quickly heal after the adrenaline of combat wore off.

Yes. She would save this pup by making it her hound. Her first Grimm.

Silver raised her right hand up to her mouth and bit down on her wrist. She ignored the pain, and only released when she felt her blood trickle through her teeth.

Silver quickly found the wound inflicted by the Dustlings on the pup and rubbed her blood dripping wrist into it.

The pup yelped in shock, then growled and whined as the pain of the transformation began to spread. Silver laid the pup on the ground as to not interfere with the change, but did not move away.

It was so strange. Silver could _feel_ her blood moving through the pup's body, taking over every cell it came upon. She could feel the confusion and fear the small animal possessed. It was frightened.

'_It's alright, little pup.'_ Silver cooed through her blood. _'Everything will be fine. The pain is only temporary.'_

What she said was true, but it never felt that way. Despite happening so long ago, Silver could remember in vivid detail the gruesome agony she endured when she was made anew. It was like having a million centipedes crawling under her skin. Worse, even though it took only a few minutes it felt like an eternity.

But it was a necessary torture. Without it Silver would not be what she was now.

She'd just be a… _ugh_… Dustling.

The blood had reached its mind and soul now. Silver could feel it planting anchors within the pup's being, latching onto them with hooks that held strong and sunk deep.

It was secured.

Silver winced. Now came the _really_ painful part.

The pup's convulsing increased vigorously as its body was twisted and changed.

The once gray fur slowly darkened until it was pitch black. Two sets of small spines jutted from its shoulders, stubby and short. The fur around the nape of its neck grew thicker, like the mane of a western lion, only smaller. The bullet in its body was pushed out, and the once life threatening wound was sealed by rapidly growing ashen gray skin, which quickly sprouted black fur to conceal the scar. Finally, a skull plate began to form over its head. It now looked just like a tiny four-legged hound.

Then the red markings sprung to life, seeping out from the eyeholes. They swiveled and danced across the skull plate until they settled on the pup's forehead. There, they took the shape of a rose, just like the one Silver's own mask bore.

With the mark on the plate decided the transformation was complete. The pup's painful spasms ceased and it simply lay there, panting heavily, and clearly exhausted, but alive.

It had worked.

For a long time, Silver just sat there with the pup. Allowing the small hound to recuperate from its transformation from beast to Grimm. She stroked its tiny body gently as it rested, enjoying the soft texture of its baby fur.

Then with wobbly legs, it stood up. The pup swayed groggily on its paws, but refused to fall back to the ground. Carefully, it turned itself to face Silver.

The pup looked up at her with glowing red eyes, and cocked its head. Then it barked happily and stumbled towards her.

The Grimm pup clumsily climbed into Silver's lap and placed its front paws on her stomach, yipping up at her.

Silver couldn't help but giggle at the cute pup's desire for attention. She picked it up in her large claws, careful not to nick it, and brought it to her face. The pup immediately began licking her face and mask with its little tongue, tickling her.

The affectionate assault proved too much for the heir, and she fell backwards onto one of the wolf corpses. She let go of the pup and rose off the body quickly, not wanting to disrespect the dead creature.

The pup looked at the corpse in confusion. It walked up and nudged it with its muzzle, curious. It looked up at Silver with a questioning whine and a cocked head.

She knelt down to scratch the pup on the head. _'These are wolves, little pup. They are what you once were.'_

It looked back at the corpse again, still confused. Then it started to sniff the air. A hungry glint entered its eyes and it bounded towards one of the six Dustling corpses and began ripping out small chunks of meat.

Silver smiled proudly at this. Her pup now had the taste of Dustling flesh. But this was not the time for feasting. She looked over the six bodies for a moment before an idea presented itself in her head.

One that might get rid of that fortress nest.

'_Come along, little pup.'_ Silver ordered the Grimm as she took hold of one of the bodies. _'We have work to do…'_

* * *

**~o0o~**

* * *

**Five Years Later…**

"Today students, we will be discussing the settlement of Grimmsbane!" Professor Oobleck proclaimed before taking a sip from his thermos. "Now! Who can tell me what made Grimmsbane standout from the many other villages found outside the kingdoms' borders?"

Weiss Schnee raised her hand. "Ms. Schnee!"

"Grimmsbane was famous for being the longest lasting settlement outside the kingdoms. Enduring Grimm attacks for over seventy years thanks to its garrison of Atlesian Knights and the townspeople's military heritage." She said confidently.

"Correct!" Oobleck zipped over to his map. "When it was settled, Grimmsbane was made up of Atlesian soldiers who either left or were discharged from their military for many different reasons. Among these exiles were mechanics who possessed the skill and knowledge needed to construct Knights, which were used to protect their new home. With this robotic security force, and their military grade training and weapons, the people of Grimmsbane cut out a home for themselves in the wilds of Mantle."

"Now then!" He zoomed over to a dozing Jaune Arc. "Mr. Arc!" The blonde shot up. "Now that you're awake, can you tell us what many theorists believe was the cause of Grimmsbane's destruction?"

"Uhmm…." Jaune had been having a rough time with Cardin, (ever since the jerk found out his secret…), and hadn't been getting enough sleep. So he tried to get back those hours in class, sadly that wasn't working for him. "Someone left the stove on?" He answered sheepishly.

Everyone laughed. Professor Oobleck shook his head disappointedly. "No, Mr. Arc. That is not the answer. Ms. Scarlatina! Perhaps you can shed some light on this for us."

"Uh… m-many theorists believe that the White Fang were responsible." The rabbit faunus timidly answered. "Grimmsbane was very… anti-faunus, and had come to blows with the White Fang on numerous occasions, many of them… bloody."

"Indeed! Thank you, Ms. Scarlatina! Now I-" A shot up from the audience. "Yes, Ms. Belladonna?"

"There is also the theory that the Phantom Grimm was behind its destruction." Several of the students scoffed at her response.

"Really, Blake?" Her teammate asked incredulously. "The Phantom is just a myth. A ghost story parents use on unruly children to make them behave."

"What makes you believe it was the Phantom, and not the White Fang, who destroyed Grimmsbane, Ms. Belladonna?" Oobleck inquired, ignoring the heiress's words.

"Well, when the town was found leveled by nomads, there were no bodies, faunus or human, to speak of, only blood stains and scattered weapons. Also, the White Fang rarely operates in Mantle due to Atlas's strong military. They would need something close to a small army to conquer Grimmsbane, and a force like that would quickly be noticed and subdued." She said calmly.

"The Phantom is very similar to the Siren Grimm of Vytal, both are unpredictable and mysterious, but most importantly extremely cunning." Blake added. "It is possible that it was somehow able to sneak into Grimmsbane and destroy it from the inside out."

"An excellent deduction, Ms. Belladonna!" Oobleck praised. "Remember, children, always keep your minds open to every possibility, not just to the ones easiest to understand."

The teacher then zipped back to his desk, where he took another drought from his thermos. "Now, I want you all to open your text books and turn to page one-hundred-and-eighty-four…"

* * *

**~o0o~**

* * *

**Present…**

'_Such a big symbol you are.' _Silver thought to herself as she inspected her newest trophy. _'If only you were smaller, I could carry you with the rest.'_

Pup sat in his mistress's lap and looked at the symbol with a curious head tilt. The little Grimm was still the small size she had found it in, but it was to be expected. He had only been turned a week ago.

And what a week it had been.

In just seven days, Silver had utterly annihilated the Dustling nest that had poised such a mighty threat to her. Its towers were toppled, its walls were in crumbles, fires raged on the roofs of a dozen structures, and its iron-golems laid broken across the field outside.

Silver had put the Dustling corpses to good use. She knew another pack would come look for them when they did not return, so she made them easy to find.

By spearing their mangled and dismembered bodies on heavy tree branches and painting the snow with their blood.

The horror the search pack experienced was contagious, and soon the entire nest was gripped with fear.

And thus their fate was sealed.

Within two days, new Grimm appeared and began their assault on the nest. It was not Silver's presence that drew them however, it was their attraction to negativity that led them to the nest.

These new Grimm were not like the young hounds from the first attack. They were bears and alpha hounds, Grimm who had experience fighting iron-golems. Silver had watched from the shadows with Pup, holding the little Grimm in her arms so he would not go charging in. The fight was long and fierce, but after a day long battle, the Grimm felled the last of the golems and continued on towards the nest.

The wall mounted Dust-shooters tore through their hides like blades through paper, decimating the Grimm with absurd ease. But the loss of their golems could be felt in the Dustlings. Doubt now gripped their minds, and panic filled their souls.

On the fourth day, the great ravens came.

With their aerial superiority and steel feathers, the ravens performed strafing run after strafing run on the nest, forcing the Dustlings to seek cover and abandon their fixed Dust-shooters, allowing the ground-based Grimm to close in on the walls.

Silver commanded the largest of the ravens to use its size and strength to smash through the towers where Dustling sentries still rained death down on the Grimm below. Their weapons could do little to deter the mighty avian, and before dusk fell every tower had been demolished.

The fifth day saw even more Grimm arrive. Boars had joined the fray, along with hundreds of hounds and bears. The boars rammed themselves against the gates continuously, spinning at high speeds then impacting with enough force to split a tree in two. But the gates would not budge.

That changed on the eve of the seventh day.

Three giant scorpions, drawn out by the heavy scent of fear and panic, battered down the walls and gates of the nest like they were made from dried clay. With their defenses breached, the Dustlings ran for their lives as Grimm poured into the nest, their terrified screams only serving to drive the Grimm further in their desire to kill.

The walls that once protected them from the creatures of Grimm had turned on them. Unable to escape their own nest, the Dustlings were slaughtered as they clawed at the walls that surrounded them.

When the sun rose on the seventh day, Silver entered the nest with Pup, confident in the Grimm's butchering of the Dustlings.

And that confidence was not misplaced.

The flat stone floor of the nest was slick with blood and bodies. The structures that made up the interior were either burning pyres or ash covered husks. Here and there, makeshift barricades that'd been overrun could be seen. Metal wagons laid crushed or overturned across the avenues, corpses sprawled atop them.

And for each Dustling corpse she saw, there was a Grimm or two gorging on it.

It was at the center of the nest, where Silver found something interesting to her. A tall, metal pole with a rectangle cloth flapping on its tip.

Silver cut the pole down with a swift swipe of her claws and retrieved the cloth to inspect it. Upon its green expanse was the white silhouette of a Dustling running a spear through a downed hound.

It was the nest's symbol.

Silver had sat herself down on one of the overturned wagons as she continued to gander over her newest trophy. It was too big for her to carry with the rest of her trophies, even if she cut off the green surrounding the Dustling and hound.

Maybe she could hang it up in her den…

"AHHHHH!"

_SHK, SHK, SHK!_

The foolish Dustling fell as the three quills shot out from Silver's arm without the heir even turning to look. Pup yipped, and jumped out of her lap and ran towards the fresh corpse.

Silver followed after her Grimm, nest badge draped over her left shoulder, to inspect the body. He sniffed it briefly before biting down on one of the ears. It took him some effort, but the little pup eventually ripped the ear off. He quickly set about chewing on it while playfully growling.

Silver giggled at Pup's antics. She had been right to make him her own. He may be small now, but as with all things Grimm, time would change that.

She turned her gaze back to the dead Dustling. Still clutched in its hand was a metal pipe, stained with blood. It had thought to best her with but a simple stick of metal, ridiculous.

But Silver remembered the first time she thought this, during her first brush with death at the destruction of the metal snake. The Hunter had been armed with only a metal bar, but still it proved dangerous. If not for the intervention of the three hounds, Silver would have died.

But this Dustling was not a Hunter, a Hunter would only charge in like that if they knew they were capable of winning.

This one did so blindly out of rage and fear, resulting in its death.

'_Little pup.'_ Silver said, diverting Pup's attention from the ear to her. _'When you are big and strong, do not do as this Dustling did.'_ She gestured towards its corpse. _'Never charge in blindly, think before attacking.'_

_ARF! ARF! _Was his response, tail wagging and tongue lolling out as he panted.

Silver smiled and gave him a scratch behind the ears. _'Come.'_ She said. _'Let's see what these Dustlings have that passes for food.'_

With her Grimm pup in toe, Silver Rose began the task of looting the building for supplies before she and Pup left for the den for some sleep.

Silver had spent the past five days watching the siege of the nest with rapt attention and was understandably exhausted.

Even the Grimm heir needs her rest…

* * *

**Author's Note: This is possibly my longest chapter in Grimm Heir to date! Hope it was enjoyable!**

**Now I'm certain you all have some questions for certain moments in this chapter, well let me help explain things to you all.**

**First: You probably think Silver is a bit flip-floppy, a ruthless killer one minute and a sad little girl the next. However, Silver is only **_**Half**_** Grimm, and still retains many of her Dustling habits and emotions as a result, example being her sadness at the death of the wolves.**

**Second: Her choice to save Pup was a result of impulsivity, a trait all young Grimm possess. Silver is no exception, though she has far more control over her urges than most Grimm she is still hindered with this handicap from time to time.**

**Third: Silver did not use her signature scream in this chapter because she does not want to draw attention to herself. The Overlord told her to **_**survive**_** not wage war while in Mantle. Silver is aware that her screaming will make her more obvious to her prey while in Mantle and has decided to use more stealthy methods during her time there. Also, you should NEVER scream in a place with mountains and snow, that's asking for trouble.**

**Fourth: The Overlord's conjuring of clothing and Grimm. The size of the Grimm will dramatically affect the amount of time it takes to summon a Grimm, but once summoned they grow on their own. The clothing is in a sense a Grimm itself, only unable to truly interact with the world around it. It too feeds off negative emotion, (which it uses to prevent itself from deteriorating due to age or sweat like normal clothes), it also can absorb any blood stains on its surface for the same effect, and is able to repair itself over time. Silver's outfit has the same properties as Flinch's.**

**Fifth: Why does the Overlord care how a simple dress looks for his slave to wear? When you are the creator of a species like the Grimm you have standards. Also yes, he can transfer memory to others, but this requires physical contact and is meant to be used on Grimm. This is why Flinch experienced that terrible headache after he performed it on her.**

**On that topic, I am sure you're wondering how strong the Overlord is in terms of physical strength. Answer: **_**mildly**_** pissed-off Yang. More about his abilities will be revealed and explained through later chapters. I just wanted to give you guys a tiny glimpse of the full might of the Overlord.**

**As always: Please Fav, Follow, and Review! Thank You!**

**DeadRich18 Out!**


	6. Chapter 5: Masquerade

**I do not own RWBY. I do however own the Original Characters.**

**I told you all I would place the answers in the chapter, and I did! If you forget your question, just look back in the comments for it. I didn't want to write down what was asked, only the answers to them. I will do this in the next chapter too.**

**Akuma-Heika: Since you asked so many questions, I will be answering them in the order of which they were sent. (Seriously dude, you had a lot.)**

**Gonna get an answer in this chapter. Though not exactly as you imagined it.**

**The name Mata Nui (now Aquila Romanus) suggested was Awilix. The name of a Mayan Goddess who is the moon and holds domain over all nighttime hunters. I didn't use it because it just didn't seem to fit… plus I couldn't pronounce it to save my life.**

**The Overlord didn't know her family name. He called her Silver Rose because of her silver eyes and the red rose pattern on her mask.**

**The Faunus are animals that were exposed to massive amounts of Dust when they first came into being. It turned them into Dustlings, but they retained a fragment of their animal heritage, (horns, antlers, cat ears, etc). Grimm know them as Beastlings.**

**They arrived a day or so after the accident because the person in charge was someone who didn't just let things wait themselves out. He wanted to make sure that nothing was wrong, (which it was).**

**One, they were too preoccupied with running to Silver's rescue, and two, the Overlord didn't believe he would make it due to the amount of time it would take Rojo to reach Vale on foot since he was still a kid when it happened. The Overlord thought Rojo would keel over from exhaustion, he didn't think he would be rescued by the VPD who were sent to investigate the train wreck.**

**Yes, Tracker is what the Grimm call student Hunters. **

**Because she is one. She's about six years old during the train wreck, nine years old when she makes her first kill, and between ten and eleven when she goes to Atlas.**

**And a chaingun inside a purse is? Imagination has no limit. For all you know, it could be like Adam's weapon, where the sheath is the rifle part.**

**She is NOT naked. The Overlord wove her an outfit when the clothes she was taken in began to not fit her. Before you ask, the clothes grow with her body, details can be found in the first chapter, (not the prologue). **

**Don't argue geography with me! I meant it in the sense that the islands were close enough that she could still see Vytal from their shores.**

**I never actually went into detail about her physical appearance, but she has regain some weight from her torturing. Choker, collar, necklace they all go around the neck. Thanks for the suggestion though.**

**She wasn't doing a **_**bad**_** job, but she wasn't doing an **_**outstanding**_** job either. Still hard to tell her she's doing something wrong.**

**Yes they can, it's what they do when they eat eggs. They barf out the shells. Also when they've just ate and feel threatened, they puke out their meal to get away, or make room.**

**She got the money from the group that found her, after she had them killed. Also from the houses of her victims, including foxboy.**

**In a sense, yes. Both Flinch's and Silver's clothes are creatures of Grimm, but it's more like a… plant or substance of Grimm since it can't really do anything except grow with its wearer, feed off blood and negativity and repair itself when damaged. (Or can it? For all you know, this is all **_**certain**_** articles are capable of, some might have nasty surprises yet to be revealed. Hehehe…)**

**The Overlord and Silver gave her the name Flinch because she kept flinching at everything, (due both to the tombstalker venom being injected into her daily for weeks on end, and the abuse she suffered during her breaking). Silver talks more out of the two, and eventually told her that was her name. And yes, during her weeks of torture she forgot much of who she was.**

**Haven't decided yet.**

**She would know that. The Overlord never took Silver to the other continents till now, but he did tell her about them. He taught her many of the dos and don'ts for surviving in their wildernesses, including not making loud noises near snowy mountains.**

**He made Flinch's dress fancy because she was going into the kingdoms. Silver didn't need it to look fancy, only to function properly. Also, for what she's wearing besides that, answer is the same as the answer for number 10. And you don't think a white fur coat is fancy? With their puffy trim and soft texture?**

**He can't take direct control of multiple Grimm all at once. Also there is a range limit, and the procedure leaves the Overlord and Silver completely helpless, as they need all their focus to perform it. They enter a coma-like state and cannot be taken out of it unless their host is killed or they choose to let go of it. Once they let go, the Grimm will revert to normal.**

**GrimKid98: Thank you, it's what I'm going for.**

**SilverstormXD: I only meant **_**attack**_** strength. This was but a quick tease of his true power. Also, that is only when he **_**isn't**_** mad.**

**Guest: Cute idea, but it wouldn't make much sense for Silver to make friends with a Dustling sprite. She'd just kill it and feed its corpse to Pup.**

**Guest: I may start using fan-made Grimm, but for now I think I'll stick to cannon Grimm and my own Grimm designs. And yes, I am aware of the Ghoul, but I gotta say, for something that big to have that kind of posture, limbs, and overall look… don't get me wrong, it's still badass, but I just can't imagine it moving, attacking, or doing anything really menacing looking with that physiology and that size. If the limbs were less bent and stick-like maybe, but I'm not sure.**

**Guest: Can't tell you when they meet, but I can tell you where we are in the RWBY timeline. About four to five years before the beginning of the show.**

**Guest: They'll make an appearance, but not for a while.**

**Magisking: The Hunter that almost killed her was the one Silver was referring to, not Rojo, because she thought he had died trying to reach Vale.**

**And with that out of the way, I give you chapter five! Hope ya like it!**

**THIS IS HAS BEEN EDITTED AND REWRITTEN FROM THE ORIGINAL DRAFT!**

* * *

**Grimm Heir**

**Chapter Five: Masquerade**

**The Gulch Caverns…**

"_How do you spell: TURTLE?"_ Chimed an obnoxiously cheerful voice with the picture of a shell-backed reptile. The Overlord typed in the Dustling symbol combination for the word. _"DING-DING! That's right! Good job!"_

The Overlord hissed in annoyance at the patronizing voice. It wanted nothing more than to smash the Dustling device to pieces. The only reason it hadn't was due to the massive amount of information held within its tiny frame.

Flinch had presented it the Overlord five weeks ago, when she returned from the Dustling nest. She had done what it had asked of her, silencing all those who survived its daughter's attacks, even killing other Dustlings she thought might prove problematic to her master.

The Overlord was pleased with its slave's work, and somewhat surprised. Flinch held an air of accomplishment when she informed it of her success, the scent of pride clung to her body. When complimented for her success, she said it was the least she could for the dress she was given.

She had changed greatly in her time as its slave, it seemed…

However, its content was short-lived when Flinch told it of something called, _The Internet_, and how it made her mission all but pointless.

It was a massive intangible entity created by the Dustlings many years ago. It was used for a great many things, most of them were completely irrelevant to the Overlord, but one of its primary functions did grab its attention.

Storing knowledge.

Flinch explained that the Internet held an incomprehensible amount knowledge. It bordered on infinite, and was added to each day. Dustling history, Dust uses, Grimm categories, nest charts, it was all there! What's more, this massive archive could be accessed by anyone at any time, with but a single press of a button.

And there in lied the problem.

Articles about Silver's "Siren" persona had already been uploaded onto the Internet. Flinch went on to tell the Overlord that once something was on the Internet it could never be removed.

Thankfully, Flinch informed there were only speculations and theories about Silver, and that she had made sure it stayed that way.

With that out of the way, the Overlord commanded Flinch to show it how to access the Internet. She told it they could not access it from within the caverns, and that they would need to go to the surface.

Once there, she took from her satchel the device the Overlord was currently using. She showed it how to turn it on and off, how to open certain functions, and more.

Unfortunately, when the Overlord opened the Internet function, a problem was realized.

It could not read Dustling symbols.

Dustlings were strange creatures. They had not one, but two chief forms of communicating. One was vocal, while the second was pictorial. They used twenty-six different symbols in countless combinations to create an odd non-verbal language, etching it onto pieces of paper, clothing, buildings, even their own skin sometimes.

Much of the information on the Internet was presented in these symbol combinations, and the rest required the user of the device to _make_ more of them to find anything. Flinch once more proved helpful, finding a function on the device that taught how to read and spell.

The Overlord used this function to comprehend what Flinch called _letters_, and how to decode the Dustling word puzzles.

And that is what it has been doing for over a month now.

It knew the _alphabet_, (the symbol list), the sound that each symbol represented and made, it could write basic combinations and even small sentences now. Of course, there were still some… difficulties.

"_How do you spell: NIGHT?"_ A picture of a star filled sky and moon came up. It typed in, N-I-T-E. _"ERRR, ERRR! Sorry, but that's not quite right!"_ The correct combination popped up, _NIGHT_.

The Overlord scowled at the device. _'There was neither a G, nor an H sound in that word! Why does the combination require them if they make no sound?'_

These silent symbols were causing the Overlord no end of strife. They had no place in the combinations, yet there they were. What's more, some combinations had symbols that made _completely different_ sounds than the ones they are intended to make.

Flinch assisted her master where she could, but even she admitted to never truly understanding why they were like that.

The Overlord attempted a dozen more combinations before deeming it had done enough learning for the day, and switched the machine off. It stood up from the stone it sat upon, and headed to Flinch's niche to return the device.

As the Overlord strode through the blue-lit caves, its thoughts turned to its slave.

It had never needed a slave before Silver came into its life, the only reason it would take a Dustling captive until then was to torture and experiment on it.

But Flinch had proven herself useful, and surprisingly, loyal.

The Overlord had truly thought that as soon as Flinch entered the nest's walls she would smash the scorpions within the bag and tell the other Dustlings of what had befallen her and of its existence.

Not that she'd actually be able to, though.

The collar around her neck was more than just some symbol of ownership, constantly reminding her that she belonged to the Grimm. Like all things brought forth by the Overlord, it too was a Grimm. And while the Grimm clothing that Flinch and Silver wore were both rather passive, the collar was much more… aware.

It had designed the Grimm collar for a very specific purpose.

To kill its wearer should they ever go against the Overlord's will.

At the slightest sign of disobedience, the living fabric would begin tightening around the neck, choking the offender. If the wearer continued to disobey after thirty seconds despite this warning, the cloth would tense up with enough speed and force to snap its wearer's neck like a twig.

During the final days of Flinch's… training, she quickly understood what the Grimm collar was for, even without the Overlord telling her.

Yet, the Overlord doubted it was this fear of asphyxiation that compelled Flinch to do as was ordered of her.

After Flinch had told it of her success, and before she showed it the device, the Overlord reached out to grab hold of the collar. For the collar did not simply constrict its wearer when they misbehaved, it heard and saw all that they did as well.

The Overlord knew that she had done what it had commanded, she wouldn't be alive if she hadn't. But it wanted to know _how_ she went about the killings, if she had tried to run away or tell others of her plight.

But she didn't...

The collar showed its master that Flinch had killed the Dustlings, as ordered, without any hesitation. She took supplies from their homes and persons, then disposed the bodies to avoid suspicion. She even poisoned the Dustlings that found her in the forest and provided her safe passage back to the nest.

All without the collar's persuasive grip tightening around her throat.

It both surprised and amused the Overlord. This former Hunter, once a defender of Dustlings and a slayer of Grimm, now slaughtered those she once protected in the name of those she once hunted.

Oh, the irony brought the Overlord much laughter.

Flinch had proven herself to be a very wise investment. So successful was her performance, the Overlord had begun thinking over whether to acquire more slaves to perform tasks that were outside its sphere of influence.

But Dustlings were finicky creatures, no two were ever the same. Flinch had taken only a few weeks to break, but others may prove harder to bend than her. It would not have the time to individually monitor every new slave, and it doubted Silver would have the necessary restraint to perform the task without killing them or rendering them little more than gibbering wrecks.

The Overlord required a different approach. Between the reading lessons, it had been plotting how to tackle this problem for weeks until it conceived a possible solution.

All it needed now were some test subjects.

Test subjects that Flinch had dutifully acquired for it. All it needed was to go and get them.

* * *

**~o0o~**

* * *

Thick gray clouds obscured the rays of sun. They had been like that the entire day, unrelenting in their mission to block the burning sphere.

'_It's going to rain soon.'_ Flinch thought to herself as she paced back and forth. _'I hope Master gets here before it does.'_

Her master said he would be here when she-

"Let us go now, human! And I promise we'll kill you quick!" Yelled one of her captives, his body held down by a strong beowolf. "If you don't, the White Fang will hunt you down an-" He was interrupted by Flinch when she walked right up to him and kicked him in the face.

"Be quiet, you filth." She snarled. "You are in no position to threaten me."

He looked up at her with a hateful glare and bloody face, a pool of crimson forming under his chin.

Flinch had left for the village only a couple of days ago, at her master's orders, to apprehend the populace. He had placed under her command three hundred beowolves, ursa, and boarbatusks to ensure any resistance was crushed. The village was already under siege by local Grimm when she arrived, but to her surprise the townsfolk were holding their own against Master's servants.

Flinch soon discovered the reason. The village was a White Fang outpost.

She had found an article about them during her time in Vale. An organization that went from being annoying protestors to radical terrorists. Faunus extremists, demanding fair treatment through violence and fear, yet unaware or uncaring that it only brought their kind more contempt from humans.

Flinch had told Master about them several weeks ago, after he discovered a picture of a White Fang member while browsing the Internet. When asked about them, she elected to read the articles that pertained to the organization, its history, and its motives to him. He listened intently to what she read, then returned to browsing through pictures of White Fang members.

He seemed to linger on pictures of their masks the most…

Of course, the White Fang presence in the village was minimal. They had been able to keep the local Grimm at bay for a while, but when Flinch arrived with reinforcements, they stood little chance.

It had been… difficult to capture a majority of the townsfolk alive. The Grimm knew little of restraint, and many of the faunus they tried to capture were killed by accident. Despite this, they managed to capture a fair amount; fifty or so villagers and twenty-two White Fang members.

Master had wanted them alive, for reasons known only to himself, and told Flinch he would arrive shortly after she secured the village. How he'd koew when this would occur boggled the slave's mind, but her master worked in mysterious ways.

Flinch went over to one of the houses where the villagers were being held. She had the Grimm keep the White Fang separated from the rest to lessen the risk of rebellion. They were kept under the claws of the Grimm, literally. Each member was held down by the strongest beowolves and ursi to ensure they could not escape.

The villagers were much less volatile. They stayed put in the houses the Grimm had herded them into, a dozen beowolves guarding each one. Flinch looked through a shattered window to see them huddled together in groups, talking quietly amongst themselves.

One child, a dog faunus, looked up to see Flinch staring through the broken aperture. His eyes went wide, and he began tugging on a woman's arm (likely his mother). The woman turned to see what had the child so riled up, when she too saw Flinch.

Most of the villagers had not seen Flinch walk in with the Grimm when the final assault occurred. They were too busy cowering in cellars, hiding under beds, and running for their lives to notice. Seeing her now, they probably thought she was there to help them.

The woman ran up to the window, earning the attention of the other ten or so people in the building. "Thank God! I thought we were done for!" She proclaimed, making the rest bunch up around the window to see who she was talking to. "Are the Grimm gone? Are you a Huntress? Please, we have wounded and childr-"

"Shut up." Flinch interrupted harshly, causing the woman to blink in shock. "I am not here to save you."

"B-b-but the Grimm will-"

"Do nothing but keep you here until my master arrives." Flinch said calmly, taking hidden satisfaction in the expressions the prisoners held before turning her back to them to check on the others.

"Wait! Wait, where are you going!? Please, you have to help us!" They tried to call her back, but Armor roared at them and they backed away. The white beowolf caught up with Flinch, following her as she checked each house.

Armor was like her shadow. Rarely did it leave Flinch's side, only when their master deemed it presence unneeded did it forsake her. And though Armor did what Flinch asked without hesitation, she knew it was there to make sure she did as was commanded of her. Still, it was less of a guard and more of a… comrade to Flinch now. In her eyes, at least.

They had just finished with inspecting the last of the prisoners, when a huge shadow fell over the village. Flinch and Armor looked up to see a giant nevermore descending from the sky. Flinch ran to where it settled, knowing it bore her master on its back and knowing he would want a report immediately.

The Grimm landed in the town square with an earthshaking thud, flapping its wings to keep balance before folding them at its sides. It pressed its body to the ground, to shorten the climb down for its rider. Flinch approached only when he had fully disembarked.

"Master." She greeted with a dramatic bow, her head lowered and arms held out wide. "I have done as you commanded. The-"

"**How… Many…?"** He growled, making the slave flinch. No matter how many times she heard it, her master's voice always sent shivers down her spine.

"S-seventy-t-two, my master." She stuttered fearfully with her head still low, praying the number was enough to satisfy him. "Seventy-two were captured."

If he was displeased with the amount, he didn't show it. **"Bring… One… Forth…"** He ordered, not just Flinch, but the Grimm too. Mere seconds after his command was issued, Flinch could hear growls and loud swearing growing closer.

Two beowolves appeared, restraining a struggling White Fang member. He yelled and shook vigorously, but to no avail. The Grimm had a firm hold on him, and were not about to let go.

They brought the faunus before their master and pushed him to the ground. He was too preoccupied with his struggling to notice Flinch's master until he knelt down in front of him and removed the mask he still wore from his face.

The faunus had two lines of green scales traveling his jaw line and meeting at the corners of his mouth. His teeth were bared in angry snarl, and he flared his nostrils like an angry bull. Yellow eyes, filled with hatred bore into Flinch's master, who in turn, completely ignored them. Favoring to inspect the Grimm mask instead.

"Who the fuck are you?" The faunus hissed.

Her master continued to look over the mask, examining every angle of it.

"I'm talking to you, asshole!"

"You will not speak to my master in such a tone, animal!" Flinch shot back. How dare he speak to Master like that.

"I'll show you how much of an animal I am, bitch, once I get these fleabags off me!" He writhed against the beowolves' claws. "I'll hang you up on a lamp post an-"

"**Why..."** Both jumped at the sudden interruption, turning to look at Flinch's master, who was still staring at the mask. **"Do… You… Wear… These... … **_**Masks…**_**?"** He hissed the last word, like it was foul.

"Wouldn't you like to know?" The faunus answered with a snide grin.

Flinch snapped her fingers.

The beowolf on the right slashed its claws across his back. The cuts were shallow, but they brought enormous amounts of pain.

"AARRRRGG!" He bellowed in agony when the claws flayed the skin from his back, then gulped down air to make up for what he had expended.

"My master wants an answer." Flinch said coldly. "Refuse, and I'll have them do much worse than scratch you."

"Screw you, bitch!"

"**Why… Do… You… Wear… Them…?"** Her master repeated, now giving the faunus his full attention.

"They're… a symbol." He said through pants. "Humans see us as monsters… so why not… wear a monster's face?"

Flinch watched as Master and the man-beast proceeded to stare each other down. Her master, looking down at the faunus like the inferior being he was. And the faunus, glaring up at her master with defiance and contempt in his eyes.

_Boom…! Boom…!_ Went the thunder, as raindrops began falling one by one upon the land.

"**You… Will… Do…"** Her master stated, breaking the tense silence.

Both non-Grimm looked at him with confusion, one mixed with fury and the other with curiosity, as he reached into the recesses of his mantle-like cloak. From which, he took out something white.

It looked mildly similar to a crab claw, with one point shorter than the other, making an unequal U shape. It looked almost as if it were made of marble, its pristine white surface darkening only slightly as the rain landed on it. Two red ovals sat parallel to each other below the bases of the two points, like the eyes of a face.

Flinch blinked in realization.

It was a mask.

"The fuck-" The faunus's words were cut short, when Master grabbed him by the neck and hefted him into the air. The beowolves let go of their captive just as their master wrapped his fingers around the White Fang's neck.

As the man-beast struggled, Flinch watched on. Transfixed both with dread and awe, as her master brought the new mask towards the faunus's face. When it was but a foot away, dozens of oil-black tendrils lashed out from within the mask. They latched onto the faunus's face with wicked barbs, prompting a pained scream that was quickly silenced by the mask. Like a stretched rubber-band, it shot onto his face, muffling the man's suffering.

The rain was coming down harder now. Like tiny, liquid bullets the drops pelted them mercilessly, but Flinch could care less. She was too engrossed by the horror befalling the faunus to notice the weather.

Her master dropped him unceremoniously on the ground, where he gripped at the mask franticly, trying to and failing to pry it from his face. He rolled around on the wet dirt, sullying the once white uniform he wore, screaming into the mask.

This continued for what felt like an eternity, all watching the faunus in his torment, the rain soaking, hair, fur, and cloth as the torment went on.

Then finally, the faunus ceased his thrashing and halted his screams. His body relaxed, and he picked himself up from the mud to stand before her master.

Flinch could not help but gasp.

The blood-red eyes each held a thick yellow pupil-slit, which had not been there before. Below the eyes now lied a jagged crack running along the mask. A soft growling, barely audible through the heavy rain, slithered forth from it, like rasping breathes. It looked just like Master's own wicked maw, only it rested on a different face.

The red eyes blinked.

"**Who… Do… You… Serve…?"** Her master asked.

The faunus looked up at him through the ruby eyes of the mask, now gleaming with blood-lust and intelligence. Then, with a snarling, hoarse voice, he said. "I serve… the Overlord!" Lightning cracked the skies behind him as he proclaimed his loyalty. "What is thy bidding?"

"**Flinch!"** Her master's sudden booming voice shook the slave out of her mystified stupor.

"Y-yes, my master?"

"**Bring… Me… A… Gun…"**

"Right away!" Flinch bowed her head, and quickly went off to retrieve one of the firearm from the town's armory, old Armor right on her tail. But as Flinch ran, her mind was trying comprehend what she had just seen.

The White Fang faunus had been defiant and troublesome ever since she had captured them. They did nothing but snarl, yell, and struggle underneath the claws of the Grimm. Threats of death and torture that Flinch paid little mind to constantly spilled forth from their mouths, (they would be massages compared to what her master put her through).

And in but a few mere moments, Master had done what nearly a month's worth of torture had done to Flinch.

Broke him.

Flinch swung open the door to the armory and rushed inside.

But how did he do it? She knew he held more power than any one being on Remnant, he was the ruler of all Grimm, after all. He could conjure forth clothing and Grimm from his bare hands, wipe out entire villages within only an hour, and had the strength to shatter a boulder the size of a house with just one swing of his fearsome mace. All these things, Flinch knew, for she had seen them with her own eyes.

But this… this was something completely different.

Flinch picked up a one of the automatic-rifles stacked against the wall, along with a magazine for it, (Armor did the same, though Flinch was too frazzled to notice). With objective in hand, she ran back to her master, fearing her slowness would incur his wrath.

If he was capable of taking over the minds of men as easily as he had done so today, then humanity was doomed. His thralls would infiltrate the kingdoms' walls, open their gates so that the Grimm hordes may enter, and kill or convert all they came across until not one free human or faunus remained on the world's surface.

Then a much more terrifying thought came to her mind.

Would he place a mask on her face too?

The thought made her lose focus and stumble, slipping on the slick mud. Flinch fell into the muck with a splat, the rifle and magazine went flying. They landed several yards away from her.

Right at the feet of the masked thrall.

Again, lightning flashed around them, and thunder shook the air.

Flinch held her breath as she watched him-it, lean down and pick them both up. It looked over the gun with its yellow-slit eyes briefly, before slamming the magazine inside and switching off the safety.

It gave her one baleful look before silently marching over to one of the houses holding the hostages. It kicked in the door, and before any within could protest, it let loose a barrage of bullets.

Like the thunder of the storm raging around them, the gun boomed with each round fired. The screams of the faunus inside fell on deaf ears as it continued to mercilessly mow them down.

When the screams finally ceased so too did the rifle. The thrall lowered its weapon, and walked into the corpse filled house. As she watched, Flinch suddenly felt herself being hoisted out of the mud puddle she tripped into. She turned to see it was _another_ masked thrall, wearing a mask identical to the one she had just seen enter the house.

Flinch suddenly remembered that her master was still waiting for her. She wiggled out of its grip and ran to the town square.

When she arrived, Flinch was again frozen with fearful awe by what she saw.

Her master was placing yet another mask on the face of a White Fang faunus. The woman in his grip screamed in terror as the mask fixated itself to her face. She too, writhed and screamed when her master let her fall to the ground, silently watching her through uncaring eyes.

Flinch felt her heart skip a beat when he turned to face her.

She went wide-eyed when she realized she had dropped the weapon he had asked for. He would punish her for her failure. Flinch bowed her head and closed her eyes, when she saw him begin to approach her.

"F-f-forgive m-me, my-my master!" Flinch stuttered, her entire body was shivering uncontrollably. "T-th-the o-one you m-masked t-took the g-gun. I beg y-your forgiveness!"

Flinch could feel her heart pounding in her chest, fearful adrenaline pumping through it. He would punish her now. Have the tombstalker bit her again and again until he was satisfied, until he decided she had learned her lesson.

Flinch deserved it. She had failed. Failed to bring him a simple gun, and would now pay the-

"**I… Know…"** He responded. **"I… Told… It… To…"**

Flinch's eyes shot open, and she looked up at her master. "What?"

_CHR-CHR!_

Flinch turned her head to see Armor had given a gun to the third masked faunus, who had just used its pump action.

"**They… Are… My… New… Thralls…"** Flinch's attention was once more directed to her master, who was looking at the faunus as well. **"They… Shall… Sow… Terror… And… Con… fu… sion… Among… The… Dustlings…**

"**They… Will… Kill… With…out… Mercy… With… out… Remorse…"** He turned to look at Flinch. **"And… You… Will… Lead… Them…"**

Flinch must have misheard him. "W-what!?" She whispered.

"**You… Are… Obe… di… ent… Flinch…"** He told her. **"The… Thralls… Are… Young… And… Im… puls… ive…. They… Need… proper…. Guid… ence…**

"**You… Shall… Provide… That… Guid… ence…"** He reached into his cloak when he finished. Flinch waited in fearful anticipation, expecting him to bring out another mask. But it was no mask he held out to her.

It was a black whip.

Flinch gazed at it warily. "W-will I n-need to wear a m-mask too?" She asked cautiously.

Master shook his head. **"The… Masks… Are… For… The… Unwilling…"** He said. **"You… Do… Not… Need… One…"**

Flinch let out a breathe she had no idea she was holding when he told her she would not have to don one of those masks. But still, to be given command of these… creatures was something Flinch would never think her master would give her. And she did not want it.

"I am not worthy-"

"**You… Will… Do… This…"** He growled, obviously displeased with her response. **"You… Have… Shown… Loy… al… ty… But… You… Are… Still… My… Slave…"** He reminded. **"Refuse… And… Be… Pun…ished…"**

As soon as he said that, Flinch felt her collar slowly start to tighten around her throat.

Flinch panicked. During her torture, the collar would always tighten just before the tombstakler showed up to bite her. Her master was warning her, 'take the whip, or face the tombstalker'.

In her hysteric state, Flinch snatched the whip from her master's hand. Once in her clutches, she immediately felt the collar loosen its grip on her neck.

"O-of course, my master." She amended with a scared smile. "I-I am honored you trust me with such a station."

"**Be… Warned…"** He told her, making the strained smile on her face fall. **"The… Thralls… Obey… My… Word… Over… Yours…"**

"I-I would n-never go against you, Master." Flinch bowed her head. "My life is yours."

"**Good…"** With that, her master walked back to the line of restrained White Fangs and went on to place masks on each and every one of them.

Flinch watched on from the side, Armor standing behind her. After the seventh turning, she turned attention from the faunus to the black whip in her hands.

Its handle was about a foot long, and covered in a bone-white, leathery binding that wrapped around it like bandages around a limb. At the beginning and end of the handle were two round guards of similar paleness. The whip itself was curled up, so Flinch could not get an accurate guess to its actual length. At its end was small, yellow, talon-like barb, like a golden meat-hook.

One look at that barb made Flinch extremely relieved she would not be on the receiving end of this whip.

_DAKADAKADAKADAKADAKADAKA!_

Flinch jumped when the sound of another automatic rifle going off filled her ears. She turned and saw another thrall firing blindly into a building filled with hostages. But something caught her eye.

A shape climbed out of one of the broken windows, landed with a thud, and ran for its life.

A runner!

Flinch acted before she realized was moving. She ran after the escapee, Armor and several other Grimm behind her. When she was within range, she unfurled the whip and lifted it above her head. And with all her might, she cracked the whip.

The cord shot forward like lightning. It curled around the faunus's right leg, bringing it to the ground.

Stunned and immobilized, the Grimm fell upon the faunus, rending it limb from limb as Flinch curled the whip back up. Its bloodcurdling screams were like a soothing melody to the stressed slave. After all that occurred…

She simply wished to go back to her cave and rest.

Though Flinch doubted she'd get much rest with her new responsibilities.

She sighed. _'I miss when I was _just_ mistress's teacher.'_

* * *

**~o0o~**

* * *

**Two Days Later…**

Rage.

Pure, unadulterated rage.

It was all Adam Taurus felt when he arrived to find their outpost had been turned into a mausoleum.

The outpost was there to protect the faunus who lived in the village, along with provide a safe place for White Fang agents to resupply and rest. That's what he and his group were doing here, or were supposed to do anyway.

There were bodies scattered everywhere, White Fang and civilian alike. Several structures were burnt down, and the armory had been completely cleaned out.

But it was what they found inside the houses that made his faunus blood boil.

Each house was filled with the bullet riddled corpses of the village's former denizens. Men, women, elderly, even children, the buildings were filled with their mowed down bodies.

It left no doubt in Adam's mind to who was responsible for this barbarism. _Humans_ did this! They killed these innocent people like the animals they believed them to be.

When he finds the ones responsible…

"Adam?" The bull-faunus turned to his young partner standing by his side. She had a look of horror on her face, unaccustomed to the level of destruction that was present in the village.

"Yes, Blake?"

"Who… who could do something like this?" Her normally calm voice was strained with sadness and grief. "What kind of person-"

"Humans, Blake." Adam interrupted her. "This was the work of humans."

"But why?"

He looked deep into her eyes. She refused to wear a Grimm mask like the rest of them, so Adam could see all the sorrow and confusion in them. "Because we're different."

Blake turned back to the carnage. The others in their group had been busy carrying out the bodies from the houses and laying them out for identification. Blake had offered to help, but Adam told her it was too gruesome. She opted to dig their graves instead.

Adam could almost feel the grief and sorrow in them all. Many had friends and family here, and had been eager to see them after so long.

Now those loved ones were all dead.

He had to raise their spirits somehow. They couldn't afford to have poor morale now.

"Brothers and Sisters of the White Fang!" He called out, making them all stop what they were doing and turn to him. "This massacre has taken from us friends and loved ones. They were put down like animals by those who seek to make monsters of us!

"But it is _they_ who are the monsters! The humans are the ones to blame for this atrocity! They gunned down our people like dogs! But do not disgrace their memory with grief and sorrow!

"They are not victims! They are martyrs! And from their sacrifice, all shall know who the true monsters are!"

Angry cheers of agreement soared from his comrades' mouths. Their sorrow as gone, replaced with righteous fury.

The Humans would pay for their crimes.

No matter the cost.

* * *

**Author's Note: Done! Man that was a slippery one! I went through so many different versions for this thing!**

**Anyway, I bet you're all wondering about the masks; will they affect the story in huge ways? Will they control everyone they come across? What are their capabilities? Will there be a joke chapter where they make their hosts do silly dances?**

**The answer. NOT TELLING YA! Except their capabilities.**

**The masks of Grimm are parasitic Grimm that attach themselves to a human or faunus's face and take control of them. They are similar in appearance and texture to masks made of porcelain, but are anything but. Basically, the back of the mask is covered in thousands of black tendrils of various size and length. The twelve largest tendrils secure the mask to the face, while the smaller ones enter through the victim's nose, mouth and eye-sockets.**

**The tendrils make their way to the brain, where they latch and hold onto it with hundreds of little barbs. Once in place, the mask sends out electric pulses to knock the host unconscious. This always the mask to then take full control of the host's body and access to their memories.**

**While in this state, the host itself is comatose, and is not even aware of what is going on around it. This gives the mask free reign of all the host's functions.**

**Masks of Grimm are slightly smarter than other species of Grimm, and learn at a greatly accelerated rate. This is because they can view the memories of their victims and study them over and over again. This is why they are capable of speaking. Note: This only occurs when actually placed on a host, without one, it is no smarter than a plant. Also note that they are still Grimm, (young ones at that) and are still very impulsive.**

**Due to their nature of using Dustlings and Beastlings as hosts, masks using thralls are regard with distain from their fellow Grimm, who wish to kill the host regardless of its purpose.**

**Masks also possess a strange desire decorate themselves and their hosts. Often placing a bloody handprint over the mask itself, in an attempt to compensate for its lack of red markings. But this is only a theory. The true reason is currently unknown.**

**Masks of Grimm are the fastest evaporating Grimm in existence. Whether it's their size or function that causes this unclear, but upon the death of a host the mask will fully evaporate in under four seconds.**

**The mask cannot be removed by any conventional means, as they result in death of both host and Grimm. Until further notice, it is deemed impossible to remove one.**

**Masks of Grimm can only take over the bodies and minds of people who exhibit extreme negativity. Rage, depression, and envy are prime examples. Any attempts to take control of people that do not possess the needed negativity requirements will result in the mask leaping off their face. It will then attempt to use its tendrils like legs and flee.**

**What their host knows, they know. Be it shooting a gun or flying a bullhead.**

**There you guys go! A description of the new masks of Grimm. FYI, they'll be kept under wraps for a majority of their early existence. Used to check for survivors in Grimm raids or infiltrate villages and act as Grimm lures. They will **_**not**_** be used in the kingdoms as of yet. As far as the governments and populace are concerned, their just more White Fang extremists.**

**Also, yes, Armor is the first hound that's been guarding her during enslavement. Just in case some people were confused.**

**First chapter without Silver! How'd you all like it? Just to let you guys know, I'm going to try and focus a bit more on my other story, Papa's Snowflake 2, after this chapter. I've been neglecting that story for a while and need to get back to it. Hope you all don't mind.**

**Remember to fav, follow, and review! Thank You!**

**DeadRich18 Out!**


	7. Chapter 6: Cutting Strings

**I don't own RWBY. I do however own the original characters.**

**I AM SOOOOO SORRY ABOUT THE WAIT GUYS! My computer was in the shop and I couldn't get it back before I had to leave for school, so I wasn't able to work on either of my stories for about six weeks.**

**Also, I know I said was going to work on Papa's Snowflake 2, (WHICH I STILL AM!), and update that story before this one, but I've hit partial-writer's block with it. I want to keep writing it, but right now my heart's not in it. I'm still working on it, but it will take more time than I originally thought. Thank you all who suggested plot ideas for me in the reviews for PS 2, you'll all be thanked again when I finally update it, (along with a special little scene to show my appreciation which will then be put on my main page).**

**On a similar note, I will be posting status updates on my account page in case something like this happens again. Story ideas I have been thinking about will be on there too. Check them out. If you find a story idea interesting, or think you or someone you know might be interested in writing it yourself/themselves, please PM me.**

**On to the answers for the reviews!**

**Guest: you are persistent, I'll give you that. No, Silver will not meet a kid her age and turn him/her into a Grimm hybrid like herself. That's been done too many times, and always in the stories where writers are constantly trying to curve ball the readers to the point you don't remember the actual plot. On that note: Many of you will say I did that with Pup. I respond with saying that Pup will play a very important role in the future of the story, I didn't throw him in there to show Silver having some "human" moment, he has a role.**

**TehUnoman:**

**Hmmmm… it might be possible, if the victim has a strong enough will. But that wouldn't result in the victim gaining some Grimm power. If anything, it would make them terrified of masks! XD**

**For Flinch getting a control mask, I don't see that happening. The mark on her dress is the mark of the Overlord, any Grimm would see her as a fellow servant of the Overlord and would listen to her orders as a result. (On that note: you've all probably been thinking, if the normal Grimm don't like the Grimm masks, why do they follow Flinch's orders? It's because the mark tells them she is the Ovelord's servant, and therefore, must be treated with obedience and tolerance.)**

**Yes, someone does need to do that. (To everyone reading this, I made a reference to Michael Jones, the voice of Sun from RWBY, who shares the Overlord's hatred for spelling. Didn't even know I did till this guy pointed it out.)**

**Guest:**

**The Thrall scene is happening somewhere to the west of the Gulch, about an eight hour flight away. Not good with the time comparison thing, but if anyone knows how many miles that would be, please say so in a review.**

**Not many villages are left, the few that haven't been wiped out yet are either traveling cavern groups or too small for the Overlord to view as a threat.**

**You'll find out in this chapter.**

**Guest: Thank you, I've put a lot of effort into this story.**

**Guest: Thank you for clarifying that. I've been thinking over a few more ideas for Grimm species while I was at school, I'm rather happy with one type in particular.**

**Quebecprim:**

**They never say if scrolls use batteries or if they use cord chargers… or if they even have battery life. I'm not sure how to answer this question yet, sorry.**

**I did do a rough sketch of the Grimm masks during my time at school, but I don't really know how to upload the picture of it since I took it on my phone. Sorry. Will try to do it later.**

**GrimKid98: Yes, yes they are. :)**

**Guest: I will!**

**Dragon Blitz 85: I am!**

**Now, I have a few more things to say before you get onto read this chapter.**

**First: I'm sorry to admit that I have no idea what Rojo Toro's semblance should be. If you guys have any ideas, please PM me or leave your suggestion in a review. I'm serious, I have no idea what I'm going to give him. (And no I'm not giving him a speed semblance like Silver's, that'd be downright lazy.)**

**Second: This is something I keep forgetting to tell you guys. Something that I'm surprised no one has asked yet. The size of the Gulch caverns…**

**Any of you guys played Skyrim? It's the size of Blackreach.**

**On to the chapter!**

**THIS IS HAS BEEN EDITTED AND REWRITTEN FROM THE ORIGINAL DRAFT!**

* * *

**Grimm Heir**

**Chapter Six: Cutting Strings**

**Two Months Later…**

It didn't make sense…

For almost two years, the continent of Vytal had been plagued by a significant increase in Grimm attacks. Villages razed and caravans ransacked, those few (un)lucky enough to survive were driven insane from a mixture of shock, terror, and guilt.

And then… the attacks just ceased.

The kingdoms of Vale and Vacuo had seen the increase as something unimportant and trivial. None of the attacks had been close enough to their borders to warrant any concern from them. It was a time of peace, after all. Why scare the public with reports of screaming Sirens and slaughtered villages?

This was the problem with civilian leadership. They never took anything seriously until it was right in their face.

It was just one of the reasons James Ironwood was glad he lived in a kingdom that knew the importance of being prepared.

In correspondence with assisting in the investigations of the attacks, the general had sent several Huntsmen accompanied student teams to search for any information the local investigators missed. They were to report anything they found directly to him.

It didn't take long for the teams to discover a vital piece of information that had been completely overlooked by the local investigators.

The attacks were happening in sequence, not all at once. One village would be destroyed, then a week or two later, another was found leveled.

This led the General to believe that this was the work of a single Grimm pack. Sadly, this led to more questions than answers.

There were multiple species of Grimm involved in the attacks according to the diversity of tracks left in the villages. While different Grimm species attacking a similar target was extremely common, it was bizarre for them to travel together when out of a fight.

What was even more concerning than this, however, was the state in which most of the villages were found.

In each town, the Dust storage building was a smoldering crater filled with the charred husks of the townspeople.

The local investigators chalked it up as mass suicide on the villagers' part; spare themselves a painful death at the fangs of the Grimm by vaporizing themselves in a Dust explosion.

But Ironwood knew that couldn't be the case.

The Outliers were a proud and resilient folk; many of his best soldiers (and even some of his students) had been recruited from the satellite towns bordering Atlas. They'd never take the coward's way out when faced with defeat. They'd spit in its face before submitting to it.

He wasn't sure if the Vytal Outliers were on par with those of Mantle in terms of tenacity, but he knew that to live outside the kingdoms on any continent required grit and a strong will to live.

And he'd never met an Outlier who'd take the easy way out over a heroic last stand defending his home.

For months he mulled over the data about the attacks, trying to make sense of why such a stubborn people would take their own lives over fighting to their last breath. He was researching information on the Vytal Outliers in the academy library one day, when he overheard a group of students playing a role playing game together.

Ordinarily, he would have ignored them, but an interesting piece of dialogue caught his attention.

The students' party had stumbled upon a village burned to the ground. The boy in charge went on to describe the state of the charred town, saying the ground was blacken ash and the townspeople had been burnt beyond recognition.

Burnt beyond recognition…

It hit him like a freight train. The villagers didn't commit suicide, their bodies had been destroyed to remove evidence!

The Grimm were hiding something, and considering the survivors of the attacks kept screaming about the Siren, it didn't take long for the general to figure out what it was.

He brought this revelation to the council, who in turn contacted the Vacuo and Vale councils to suggest a joint investigation/hunt for the elusive Grimm pack and its Siren leader.

They just scoffed and told the Atlesian council they were being paranoid. They were confident that the attacks, despite the evidence, were simple Grimm raids and nothing more. They even dismissed the rumors about the Siren, calling them stress-induced delusions thought up by the broken minds of the survivors.

When the frequency and consistency of the attacks abruptly decreased, the Atlas council almost felt as foolish as the other kingdoms claimed they were. That is until a sudden string of murders in Vale claimed every one of the Siren 'witnesses' and the Outlier settlement of Grimmsbane was found razed to the ground two months later.

Ironwood saw the connection immediately. The Grimm responsible for the attacks in Vytal had somehow migrated to Mantle.

And they showed their true strength by destroying Grimmsbane.

The council couldn't risk the danger of revealing that it was the Grimm who destroyed the fifty-year-fortress, however. So they covered it up, said White Fang saboteurs blew the walls, letting Grimm inside.

They had to lie. It would cause too much panic if the people learned it was the Grimm, and the Grimm alone, who breached Grimmsbane. It would show that the Grimm weren't the far away nuisance the masses of the kingdoms viewed them as.

They were evolving: growing stronger, faster, smarter.

And something was leading them… Something that was suppose to be a myth.

* * *

**~o0o~**

* * *

_**Yesterday…**_

"_How is he?" The general asked the doctor as they walked down the hospital hallway._

_Three days ago, two crashed bullhead transports were found, along with one survivor. They were on a special training run when the bullheads crashed. By the time the response team arrived the local Grimm had killed all but one man._

_A man who could provide a much-needed piece to Ironwood's puzzle._

_The doctor looked at her scroll, and with a sigh said. "One broken arm, three cracked ribs, a concussion, both legs broken, severe internal and external bruising, abnormally low weight, and burns over his face and scalp. He's stable now, but it's a miracle he's alive at all after what he went through. His body's healing, but for some reason his aura…" She trailed off, unwilling to finish._

"_His aura is what?" He asked cautiously. "What's wrong with him?"_

"_I don't know, general." She admitted. "I've never seen anything like this before in all my years as a doctor, and I'm certain my colleagues will tell you the same thing." They walked in silence after that before arriving at the survivor's door. "Please keep this brief. He's been awake for a few hours now, but he still needs rest." Ironwood nods and enters the room._

_The room was nothing remarkable, sharing the same look as the rest in the hospital; it was the room's occupant that stood out in the white of the room._

_He was staring out the window, either not noticing or not caring that he had a visitor. His skinny body was covered in bandages and bruises, making him look more like a prison camp inmate than a VTOL crash survivor. His head was the only part of him not encased in bandages. Ironwood saw a pile of gauze and bandages on the floor, he must have taken them off when he woke up._

_The general walked towards the bed._

"_Corporal Aden Lasky." He said, finally earning the man's attention, who turned to face him._

_General James Ironwood stopped dead in his tracks for a split second before resuming his stride._

_The corporal's face was charred coal black with five long lines branching across the top and sides of his scalp, like dark trenches running across a brown hill. What's more, the man looked like he hadn't eaten in years. There wasn't an inch of muscle or fat on him. How the hell was he still alive?_

_But what truly gave the general pause were Lasky's eyes. They were empty. Barren. Devoid of any life or emotion._

_It was like staring into the eyes of a corpse._

"_Yes?" He said in an emotionless, gravely voice. Ironwood was shocked the man could speak as well as he could with those burns. But as he drew closer, the general saw that despite its charred appearance Lasky's skin was completely fine._

"_Do you know who I am?" He said once he reached the side of the corporal's bed. The man nodded his head. "Then you know why I'm here." Ironwood pulled up a nearby chair and sat down._

"_What happened during the crash, soldier?"_

"_We were ambushed, sir." He answered. "Two nevermores dove out of the clouds above us and took us down."_

"_How did you survive?" Ironwood asked, wanting to hear the whole story._

"_I was in the cockpit. I was the gunner and my partner Demsy was the pilot." He said. "He steered our bird away from the trees, softened the landing. Still wrecked our bird good, jammed the cockpit door shut. Demsy didn't make it though, broke his neck on impact, died quick._

"_Both my legs were broken, watched from the cockpit as the Grimm swarmed the others." He paused for a moment. "I remember feeling… angry? Yes, angry. I felt angry. I wanted to help fight them off but I couldn't."_

_The way he spoke about his anger in the past tense, like it was just a memory, unnerved the general. He gestured for him to continue nonetheless._

"_When the gunshots and screaming stopped, I thought it was over. But then this weird beowolf showed up out of nowhere, and broke into the cockpit through the window. I tried to fight back, but it was too quick. It clammed down on my arm and pulled me outside."_

"_What was strange about the beowolf, Lasky?" Ironwood interrupted. "Was it larger than the others? Colored differently?"_

_Lasky shook his head. "No sir, nothing like that. It… it didn't walk on two legs. Walked on all fours, like a real wolf, was about the size of one too. Didn't have the same markings either, but I couldn't get a good look at them."_

_A fully quadrupedal beowolf? Interesting. "I see, please continue."_

"_Like I said, it pulled me out of the cockpit by my arm. I tried to get free, but it had a solid grip on me, crushed the bone." He rubbed his cast-covered limb as he spoke. "It dragged me over to the other bullhead. Thing had been torn apart. Cockpit was gone, so was the tail. Blood was everywhere, so much blood. It turned the ground to gory mud."_

"_Then I noticed the petals."_

_Ironwood raised an eyebrow at that bit. "Petals?" The corporal nodded._

"_Yes sir, flower petals. Red and black. Floating down to the drenched earth like leaves in fall." He stopped for a moment, then resumed. "The beowolf let go of me then. But before I could do anything, it pinned me down and tore off my helmet."_

"_Then I saw it."_

"_Saw what?" The man didn't answer, he just turned to look out the window again._

"_It was only for a moment." He responded, still gazing out the window. "Less than half a second, and only a little bit, but I saw it. Now I can't get it out of my head. It's haunting me."_

"_What did you see?" Ironwood asked again, only to be ignored as the man continued ranting._

"_I wasn't supposed to survive." Lasky droned emotionlessly. "I was supposed to die there, at its hand. Now I see it every time I close my eyes, its coming for me. But I'm not afraid."_

"_What did you see?" Ironwood said a third time, beginning to lose his patience with the man, but was again ignored._

"_I should be afraid, shouldn't I?" Lasky said, turning to face the general. "But I'm not. I'm not afraid, I'm not angry, I'm not sad, I'm not happy… I don't feel anything anymore. It took them. Took them away when I received this mark."_

"_I'm hollow now…"_

"_Soldier!" The general's snapping tone snapped the corporal out his mantra. "What. Did. You. See?" He asked for the fourth and final time._

_Lasky looked Ironwood in the eye, and said only two words. "The Phantom."_

* * *

**~o0o~**

* * *

**Present…**

The Phantom…

The monster of monsters. The shadow-clad demon of Grimm. Darkness incarnate. Shadowmoore. Bane of the Before Kingdoms. Hundreds more names have been given to this beast of myth. A Grimm of unknowable power.

It wasn't supposed to be real…

Ironwood didn't want to believe it. Who would? Who in their right mind would want to believe a monster of legend was real and stalking the lands? No one. They'd label the corporal insane and throw him in an asylum before believing that the Phantom was real.

His description of it didn't help his claim either. The Phantom of legend was said to be a giant cloaked in the blackest of shadows that drained all light around it. Lasky said it was clad in a tattered red cloak, like the one that fairy tale girl wore. Not exactly a fearsome image.

But that mark on his face… the look in his eyes…

The corporal had seen something that day, no doubt about it. Whether it was the Phantom or a new Grimm species didn't matter. It was a threat to Atlas and would be dealt with accordingly.

Still, he would need to be cautious. Phantom or not, if this Grimm was the creature behind the destruction of Grimmsbane and the Outlier villages of Vytal it was not to be taken lightly. Especially after what it did to the corporal…

"_I'm hollow now…"_ The words echoed in his mind.

As a veteran Hunstman, Ironwood was well versed in the use of aura. He had both his students and his soldiers trained in its use to further their combat efficiency and survival rates.

After the interview, he checked Lasky's aura levels to see what was preventing them from healing his wounds.

Only to discover that his aura was _gone_.

Not sealed away, not depleted, gone. Like it was never even there to begin with.

The Grimm had somehow _drained_ Lasky of all his aura…

Essentially… it took his soul.

Ironwood needed to verify if this monster was real or not, and if there were more of them, immediately.

But he knew the council wouldn't let him waste kingdom resources on what might just be a wild goose chase. He'd need a good cover for sending Atlas military assets after the Phantom. The general couldn't risk more soldiers ending up like the corporal, however either. He would need to use androids.

Time to see if the doctor's _prototypes_ were ready for action.

* * *

**~o0o~**

* * *

**One Week Later…**

'_Fetch!'_ Silver said, throwing a Dustling bone across a thawing field. Pup shot after the bone with all his speed.

The young hound jumped up into the air and clamped his strong jaws down on the bone with a loud snap. Prize in mouth, Pup trotted back to Silver where he placed it back in her waiting claw.

She ruffled her hound's head affectionately, praising him for his good catch. He was just a few months old and already the size of a full-grown wolf. His shoulder spikes were the size of Silver's own arm quills, and his fangs were sharp and strong. If Pup kept growing like this he'd be the size of a bear before the year's end.

The year's end…

Silver's mood faltered a bit at the thought. Her time in the North was close to its halfway mark, yet she felt like it had been much longer than it was since she first set foot in northern snow.

It was spring now. The sun was warm, and the winds calm. She no longer needed to wear the white cloak her father had woven for her.

The winter snow was finally thawing, providing water for the plants sleeping in the soil. The flora and fauna of the land was waking up from hibernation, and the forests and fields were filled with the symphonies of their voices.

They were something Silver had deeply missed during the winter. In the main continent, the animals of the south and southwestern regions never migrated or went to sleep during the cold months. She'd spent many a night falling asleep to the soothing symphonies of crickets, owls, and frogs.

The cold restricted the singers of the north to perform for only a few warm months before the shrieking winter winds returned and drowned the voices out with their shrill wails.

But it was the beginning of the warm months now, and the singers were already filling the air with their songs. However, the beasts of the north were not the only creatures emerging from the snows.

The change in temperature also brought about an increase in Dustling activity.

Silver had been careful with her targets since the destruction of the fortress nest. Soon after its fall, metal birds arrived carrying Hunters and other Dustlings to investigate the carnage. They left after a few weeks, but Silver knew she had dodged a Dust pellet with them.

The northern Dustlings weren't like those of the main continent. She had watched their investigation of the destroyed nest through the eyes of a small raven. They were _very_ thorough.

It was only due to her lack of direct involvement that her existence was still unknown to them.

She would now only attack Dustlings that strayed too far from their nests or caravans, and only when they had no chance for escape would she personally deal with them.

There were the occasional search packs that went out to find the missing ones, but they were rarely a challenge for her Grimm. And if they were, it wasn't for very long.

It was when she was dealing with one of these search packs that Silver discovered she possessed a very interesting ability.

She'd been toying with the last member of the pack, the rest were all dead, and the amount of fear flowing from it was too good to pass up. Silver had broken its bones and flayed off bits of its skin, relishing in its suffering.

After a time, Silver grew bored and decided to end the creature's misery by crushing its skull. She grasped the Dustling's head with her left claw, ready to end its life, when a strange phenomenon occurred.

The Dustling's head glowed red under her grip, and its limp broken body suddenly went tense.

Then Silver felt a strange energy entering her.

It was… difficult to understand or explain, and it lasted only for a moment. By the time it ended, the Dustling was a skeleton with skin, sporting the black imprint of her claw on its face.

The experience left Silver feeling… invigorated. It was more intense than any negative emotions she'd ever tasted before, more… filling.

She wanted more.

Silver wanted, _needed_ more of this energy. It was so delicious, so intoxicating, and so easy to acquire. All she needed was to find a Dustling nest and she could drain every single Dustling in it!

Looking back, she was very thankful Pup was there to snap her out of her little… episode.

Though his method of doing so was less appreciated.

The rush she felt from the draining nearly made her forget why her father had sent her to the north in the first place.

Silver couldn't go off destroying nests left and right, as she'd done in the main continent. Anything that might alert the Dustlings to her presence was strictly forbidden. And a bunch of skeletal corpses with black marks on their faces would raise a great deal of suspicion.

Still, she did indulge herself in this unexplainable pleasure when she could. She'd drained about half-a-dozen now, the latest being from the ambush she launched on the two metal birds over a week ago a few miles outside her territory.

Each time Silver drained a Dustling she could feel herself growing more powerful. She was stronger now, swifter too, the world itself seemed slower in her eyes… and an inch or two shorter.

She wondered if father knew she had this ability.

_AAAARRRRRROOOOOOO!_

The two hybrids tensed at the howl. It was the alert signal she'd taught the hounds to use when they spotted a metal bird invading her territory.

Silver shot into the cover of the forest a second later, Pup right on her heels. Not a moment after, the roar of the bird reached her ears. As the roaring grew rapidly louder, the duo dove into a thicket of bushes just before the bird flew over them.

Silver watched as it soared over their hiding place, its strange, powerful wings pushed down hot wind, battering the blossoming branches of the trees.

Silver noticed it wasn't one of the regular metal birds, though. Its shape was different, more angular and sleek, and its hide was colored white rather than the normal gray.

She remembered it from her father's teachings. An attack bird, is what it was. Used for swift aerial strikes against foes both in the sky and on the ground. Fast but frail, it was armed with two powerful Dust-shooters to compensate its lack of durability, and was even capable of birthing golems to assist it in battle.

What was one doing here? A scout, maybe? The vanguard for a larger force?

Silver narrowed her eyes in the direction it flew. She wasn't supposed to make her presence known, but her instincts screamed at her not to ignore this.

It was mocking her. Flying over her lands like had nothing to fear.

She'd show it how much it had to fear…

* * *

**~o0o~**

* * *

"_We're approaching the target zone now! Get ready to disembark!"_ The pilot said through her communication earpiece.

This was exciting! When her father told her she was to perform a very important task for Mr. Ironwood she assumed it was going to be more performance tests in the training room, or another lecture about her 'mission to save the world'.

Imagine her surprise when he told her he wanted to prove her combat skills in a real-world scenario of hunting Grimm!

And not just any Grimm. _The_ Grimm… the Phantom Grimm.

Her father uploaded what little was known about the creature into her data banks soon after the meeting. Once she finished going through the data, she was beyond overjoyed that the general trusted _her_ to find and destroy this legendary being.

And not just the general. Even her father said she was more than capable of finding and defeating this beast. No Grimm could stand a chance against her combat prowess, be it beowolf or Phantom, her blades would end it.

Still, her father didn't want her going it alone on this mission. Nine of the prototype knight models were to accompany her on this adventure, along with air support from the gunship.

"_We're entering the Grimmsbane ruins now."_ The pilot announced. _"Prepare to disembark in ten seconds."_

The knights hummed to life in their magnetic harnesses, running system diagnostics and warm-up protocols. Her built-in head's up display showed each one of her squad mate's status. All green.

"_Disembark in five seconds."_

The aft door opened to reveal the destroyed settlement of Grimmsbane below them. The harnesses began moving the synthetic soldiers closer to the edge.

"_Three… two… one… Disembark!"_

Two by two, the androids were released from their harnesses. When it was her turn to disembark, she spread her arms wide as she plummeted towards the ground with a big smile on her face.

"THIS IS EXTRODANARY!" She screamed happily, before adjusting her body so she'd land in crouched stance.

Plumes of dust shot out around her body as she hit the ground. No damage from the impact, she got up and surveyed the area. The knights had already established a perimeter around the drop zone, rifles drawn and ready.

She put her hand against the ear piece. "We're on the ground."

"_Acknowledged. Orders are to proceed through the ruins, then into the forest."_ The pilot answered. _"Radio in if you find something. We'll provid-"_

_SCCCRRREEEECCHHH!_

Without warning, a nevermore Grimm of immense size came down from the clouds and grabbed the gunship in its massive talons. She could hear the metal bending beneath the force of its terrible grip before it flung the gunship towards the southern portion of the forest.

"_MAYDAY, MAYDAY! WE ARE GOING DOWN! REPEAT: GOING DOWN!"_ The pilot screamed as the VTOL spun uncontrollably to the ground where its crash was hidden behind the trees.

The nevermore gave a final screech of victory, then flew back into the clouds.

"Eagle-1 do you copy!?" She asked through her communicator, but received nothing but static. "Repeat: do you copy!?"

"_Ugh… I copy… cough, cough!"_ Responded the pilot after half-a-minute of static. _"My copilot's… cough, he's dead. I'm stuck in the cockpit… Grimm… Grimm approaching my-"_

It cut off before he could finish.

She motioned the knights to follow her and the squad swiftly set off towards the crash site. It was a certainty the man was dead now, but she still hoped that he'd somehow survived.

As they drew closer, the growling snarls of Grimm entered her ears. She readied her swords for combat, spinning them behind her back with the use of her semblance.

A human scream spurred her to quicken her already considerable pace. But it was for not.

The crash site was swarming with Grimm. They were crawling over the destroyed VTOL, fighting over the broken bodies of the pilots they had pulled from the cockpit.

Anger filled her body, and dictated her next actions. "Open fire!" The androids aimed their EML rifles at the horde and unloaded. The Grimm stood no chance and were torn to ribbons by the powerful firearms. She then added her own firepower to the slaughter, firing her energy cannon and obliterating everything in front of them.

The androids ceased their volley, sensing no enemy signatures remaining in front of them, but kept their rifles ready.

_CLANK!_

Her eyes turned from the destroyed clearing to see one of the knights topple over with a gaping hole through its head unit. She calculated the direction the robot was facing and diameter of the hole to determine the point of origin and made ready to unleash another blast.

_RAAWWWRR!_

But before the charge was complete, a wave of Grimm burst from their flanks and fell upon them. The knights were faster and smarter than the older models, but they had to give up durability as a result.

They fought valiantly, but the Grimm's superior numbers overwhelmed them within moments of the attack.

Likelihood of mission success now 4%. Survival chances now 13.4%. Advised strategy: retreat.

Despite the importance of the objective, both her father and the general had told her that if the situation was too much, she was to abort the mission and return to HQ.

So she ran.

Her superior agility, strength, and spatial awareness allowed her to maneuver through the sea of beasts. Those she didn't dodge were cut down by the ring of blades orbiting her body, killing any bold enough to harm their wielder.

Once she was made it through the horde, she headed straight for Grimmsbane. The open streets of the ruins would provide a better space for her to use her swords, increasing her survival chances long enough to radio for extraction.

The Grimm were right behind her though, and showed no intention of giving up. She twirled around and directed her blades to slash through the front row of Grimm before returning to her.

That was a mistake.

It left her vulnerable for three seconds. Enough time for an unseen Grimm to shoot out from the bushes and tackle her into the ground, breaking her focus and sending her swords clattering to the earth.

Before she could properly respond, a massive, clawed hand shot out from above her head and sank its sharp nails into her face. The metal beneath her skin held against the blow, but her eyes weren't so lucky.

Her pain receptors blared as two of the claws skewered her optical sensors. She screamed in agony as they were then ripped from their sockets, but it was only for a temporary moment.

Her systems overrode the pain receptors in her body, shutting them down to prevent them from diminishing her dwindling survival odds.

Free from the pain, she dislodged her assailant with a well-placed elbow. No longer restrained, she made to call back her blades, when a vice-like jaw clamped down on her right arm and pulled her back to the ground.

The teeth were strong, as strong as an ursa's but in the shape of a beowolf's.

She was very glad the pain receptors had been disabled, because when she felt her arm being ripped off, she knew she was done for…

EMERGENCY SYSTEM SHUT DOWN.

* * *

**~o0o~**

* * *

**The Next Day…**

"I TOLD YOU SHE WASN'T READY, JAMES!" Doctor Polendina screamed at the headmaster. "SHE WASN'T READY FOR FIELD TESTING, I TOLD YOU AND YOU DIDN'T LISTEN!"

"If I recall, doctor, you had agreed with me on this mission." Ironwood responded from behind his desk. "You were giving her just as much encouragement to partake in it as I was."

"That's because I didn't think you'd send her _that_ far outside the kingdom! You said she'd be investigating close to the kingdom, a five minute flight! You never told me she was going to Grimmsbane, Goddamnit!" The older man slammed his fist angrily against the desk, spilling the general's whiskey glass.

Ironwood looked him in the eye with a stern glare. "I said she'd be investigating where the Phantom was most likely to be. You simply assumed I meant the area where the bullheads crashed."

"YOU THINK THAT CHANGES ANYTHING THAT'S HAPPENED!?" Polendina shot back, angry tears in his eyes. "MY DAUGHTER WAS _TORN APART_ BY THOSE MONSTERS! THAT SHE'S STILL FUNCTIONING AFTER ALL THAT IS A MIRACLE IN ITSELF!"

"The fact that a _nevermore_ delivered her body to the kingdom gates is a miracle, Nikola." Ironwood responded coolly. "That it simply dropped her at the front gate then left without attacking the guards is a miracle. That only a platoon's worth of soldiers saw this happen is a miracle."

The general and the doctor kept their eyes locked for a long time before the general relented with a sigh. "I'm sorry, Nikola." He said, rising from his seat. "I didn't want any of this to turn out the way it did. I thought she was ready, we both did." He rested a hand on his friend's shoulder.

"Can we repair her?" He asked after a moment.

"Yes…" The doctor answered. "But most of her systems were destroyed by… whatever did this. It'd be months, maybe years before she's back to full strength."

"I'll provide all the funds you need, just get it done."

"You're not sending her out to find that thing again, James." The doctor said, his bloodshot eyes set and determined. "She wasn't built to fight legends."

"She was built to save the world." The general answered simply.

Nikola Polendina shook his head at him. "She was built to be my daughter."

With that, the inventor of the first artificial aura-user left to rebuild his child.

* * *

**~o0o~**

* * *

**Seven Months Later…**

The Overlord gazed into the night sky.

It was time…

* * *

**Author's Note: HOLY SHIT! This was a bitch to write! You all probably have a shit ton of questions now, don't ya? Well that's what the review tab is for, right!**

**I originally was going to have it be Qrow who Ironwood sends to investigate, but I thought it wouldn't work out very well for me in the wrong run to do that. With this, however, I get to put my own reason for why Penny's father is so protective of her.**

**Yes, Penny survived. She's a robot, so her body put her into a kind of emergency standby until she could be repaired. Silver having very little experience with machines besides destroying them, thought Penny died after she… played with her for a bit. In case you're wondering, she peeled off all the fake skin and ripped off her legs before sending her back via nevermore.**

**Yes, it's sadistic and **_**Ruby**_** would never do that! SHE FEEDS OF NEGATIVE EMOTIONS PEOPLE! OF COURSE SHE'S GONNA BE SADISTIC! Also, this is an AU story, which means a different upbringing, and a different personality.**

**Why did she use the nevermore to return Penny to Atlas? She wanted to send a message telling them to stay out of her territory, and this way was the most fear inspiring and mysterious way I could think up that didn't result in MORE Dustlings showing up in her turf.**

**Also, before you ask, they never specified how long the Knight 200s were in development before being announced to the public.**

**Until a proper name is provided by Rooster Teeth, (hopefully in season 3), I will be naming Penny's father Nikola Polendina. This chapter will undergo minor changes when his real name and personality are revealed.**

**I hope you all liked the chapter! Sorry if might feel forced.**

**As always: Please Fav, Follow, and Review! Thank You!**

**DeadRich18 Out!**


	8. Chapter 7: All Turns to Ash

**I don't own RWBY. I do however own the original characters.**

**Again, sorry I take so long with updating my stories. I recently started working so I don't have a bunch of free time to sit down and write anymore. Also, I'm in my summer house which unfortunately lacks wi-fi. Don't worry, though, when I'm not writing this stuff down, I'm thinking over new chapters and how to go about writing them.**

**On that note, I went back to chapter 2 and did a bit of editing, and when I say a bit I mean a bit. The part where Vanessa first meets Silver and the Overlord, I changed the height description from seven-feet-tall to towering. This is because when I imagine the Overlord's size and height I think of Ultron from **_**Age of Ultron**_**. That guy was BIG, and since I can't tell a person's height without a measuring stick, I can't tell if he's seven feet, eight feet, or nine feet.**

**But yeah, just wanted to tell you that. Also, thought up a semblance for Rojo. Kind of surprised no-one made any suggestions really, would have thought you'd jump at the opportunity.**

**Answer Time!**

**Aerhyce: Only time will reveal the outcome. Also, thanks for pointing those out for me. Appreciate it.**

**Dragon Blitz 85: You have no idea how much is about to go down.**

**GrimKid98: Indeed. I wanted to connect certain quirks or personality traits of RWBY's actual characters with events caused or influenced by mine, (Penny's father being extremely protective of her, for example.) Also… that comparison, "Snack on your soul like a snickers bar." A hilarious and apt description, well said.**

**LordGhostStriker: Overlord says your welcome.**

**Guest: It's on its way, though nowhere near as soon as you probably want it.**

**Lu Bane Na: Hmmm… not a bad idea, however that's only "if" Yang ever gets the opportunity. And putting her on extreme ends with Silver is putting it lightly, if Yang did that Silver would flay her alive, along with everyone involved. Still, a fine suggestion.**

**Guest: Thank you, I'm happy you like it so much.**

**Onto the chapter!**

* * *

**Grimm Heir**

**Chapter Seven: All Turns to Ash**

Soon...

Soon Father would return…

Soon Silver would go back home…

Soon-

_SPLASH!_

'_Oh, I'm so excited, Pup!'_ Silver squealed as she shot out from underneath the water. _'I can't wait for you to see the Gulch and meet Daddy. He'll be so impressed by you!'_ Even though he was outside the Den, Silver could feel the hound's own excitement at the prospect of meeting the maker of all Grimm. He was probably jumping up and down like a hare in heat right now.

Silver's prediction about Pup's growth had proven incredibly accurate. The wolf-Grimm was now six-and-half-feet at the shoulder and thrice as long. His new size made it impossible for him to enter the Den without getting stuck in its narrow tunnels, so he was forced to remain outside. Silver did not mind, however, it was a small price to pay for the many benefits it brought.

Pup's fangs had become daggers and his claws were razors. His strength rivaled that of an enraged alpha bear, and his agility and speed were almost on par with Silver's own. He was silent, as well; silent as the wind on a warm summer's night. His victims never noticed him until he had his teeth in their necks.

His already heightened animal senses had strengthen tenfold from the Grimm blood in his veins. He could hear a bird chirp from miles away and track prey from the barest of scents. His keen eyes could see through darkness like glass, improving his night vision to the point where the only way for him to know when day turned to night was to look for the moon.

Pup had become a predator without equal. (Excluding Silver and her father, of course.)

And soon he would have a new range to prowl and fresh prey to stalk. Since his turning, Pup had known only the cold snows and brief summer of the north. The prospect of moving to new territory excited the young hound to no end.

He wasn't alone in his anticipation. Silver was more than eager to return home after a year of exile in this harsh land. She missed the Gulch terribly. Her Den was a decent substitute, but it could never replace the Gulch.

As thoughts of home drifted through her head, Silver sank back into the steaming water she was bathing in. She'd miss the hot spring the most when she left. The cool waters that filled the pools and streams of the Gulch's underground caverns were never this soothing.

But Silver was not taking a bath for relaxation. Her father would arrive to retrieve her tomorrow and she wanted to look her best.

She reached for the washcloth and fat-block she had looted from a small Dustling caravan that lost its way a few weeks ago and began scrubbing herself down. Using the cloth as a buffer between the block and her claws, (so she could avoid unwanted nicks), Silver rubbed it over her whole boy in slow strokes, making sure she didn't miss an inch of skin.

After Silver was sure she was clean as she could get she stepped out of the water. The heir shook herself vigorously, sending water droplets flying in every direction. Once satisfied, Silver looked into the water to view her reflection.

The visage that greeted Silver was not the same as the one she saw the first time she gazed into the water nearly a year ago. What once was the face of a sprite had become the face of a young female just entering adulthood. Her cheeks were less round and her soft features had sharpened. Less cute, but more alluring.

By Dustling standards, she was very beautiful. (She assumed anyway).

But the biggest change was her mask. It was growing.

It wasn't expanding from the piece over her eye, however. A line of white bone had risen over her jawline, running from where her cheeks met her ears, and meeting at her chin. It was hardly noticeable right now, but time would see it cover half her face with a second jaw lined with fangs.

Ignoring her matured appearance, Silver used her claws to adjust her frazzled hair into her preferred style. It had grown down just past her shoulders over the year, pushing out of her hood whenever she pulled it up. Silver was glad to be rid of it when she cut it the day before, long hair was such a hassle.

'_I wonder how Flinch managed her hair before she was captured.'_ Silver thought as she moved her red-tipped bangs to the sides. _'Her's is so long. It must have taken hours to groom it all.'_

Silver's father had instilled the importance of grooming in her at a young age. He told her that when one doesn't clean themself their scent becomes stronger and easier to catch. In old times, Dustlings would use dogs, and sometimes Beastlings, to track animals and Grimm by scent. The filthy beasts were always found first, for their scent lingered in places much longer than the scent of the clean beasts.

That, and it always felt nice afterwards. Pup certainly enjoyed being brushed.

The same day she cut her hair, Silver had spent hours grooming her gargantuan hound. His heavy coat was full of fur, scruffy and disheveled. It made him look savage, but lacked the dignified look a First Grimm should have.

Silver changed that with a few snips from her claws and a lot of brushing.

She was very thankful she had the foresight to take care of Pup _before_ she took her bath. That hound had more loose hairs that a fir tree has needles. Silver had to literally pull the fur out of the brush every ten minutes there was so much. And that was only for the ones she got. Much of the fur went airborne when she started grooming Pup, and most of these floating follicles decided to take Silver as their new roost.

Just another reason to take her bath. Silver swore she spent just as much time removing the hair from her outfit as she did brushing it out of Pup.

It was worth it, however, Pup was sleeker looking than ever now and had a more respectable appearance. Silver wasn't the only one who needed to look good for father, after all.

Once Silver was satisfied with her hair, she donned her attire and made the final preparations for her departure. She needed to leave soon, or she wouldn't arrive at the spot before Father did.

She called out to the raven resting atop her Den to make ready, took down the fortress nest symbol hanging in the main chamber, and retrieved the Dustling captive she had taken a week ago.

Silver still didn't understand this new draining power she possessed, or how to properly use and control it. But if any were to provide her answers, it would be her father.

A live demonstration was always best, anyways.

* * *

**~o0o~**

* * *

'_At last, we've arrived.'_ The Overlord thought as the snow covered landscape of the north came into view. The journey had been a long one, and the thought of seeing Silver again made it feel all the longer.

It could not remember the last time it was _excited_ by something, perhaps it never had and this was the first time, but the feeling had filled the Overlord from the moment it took off on the raven one week ago.

It had been a year since it last saw its daughter. One year… yet it felt much longer.

A year was nothing to the master of Grimm. Dustlings may view such a span as long with their finite lifespan, but to the immortal Overlord it was barely an eye blink.

Yet this time it felt like a century had passed rather than a single year.

That isn't to say the Overlord had been idle in its waiting, however.

The Thralls had proven themselves excellent additions to the Overlord's Grimm horde. From their original host number of twenty-two, they had grown into a force of over three hundred strong with more entering their ranks every week.

Beastlings made up the vast majority of Thralls. They were overflowing with resentment towards the Dustlings that looked down on them, ideal hosts for the masks. The ones bearing the Red Wolf symbol especially. Their spirits were sown full of hatred and anger for their pure-Dust counterparts, the desire for Dustling blood roared in their very beings. They were the easiest to bend, and the most useful of all the Overlords Thralls.

Their group, or '_organization'_ as Dustlings call them_,_ had seen fit to train their members in guerilla warfare and terror tactics. They were versed in all manner of weaponry, from cannons and pistols to swords and axes. Some even knew how to fly metal birds, and all knew how to operate those self-propelling contraptions Dustlings call _automobiles_.

And Flinch saw to it that they put these skills to efficient use. The raids she sent them on were typically focused less on destruction and more on acquisition. Weapons, Dust, supplies, vehicles and potential hosts were the main targets of her smash-and-grab attacks, taking everything they could before retreating into the wilderness.

They stored the loot in specific caves scattered across the south-eastern part of the continent, ones well-hidden and easily defendable. Some were even connected to each other, providing the Thrall outposts with fast access to one another in case of an emergency.

But the Overlord was not in these caves right now, it was in the air, mounted on a great raven, with two Thrall piloted aircraft trailing behind it accompanied by three other ravens.

Retrieving Silver was the main reason for this journey, but the Thralls actions had inspired the Overlord.

Originally the Thralls stayed out of direct conflict, coming in after the Grimm to clear out any stragglers and scavenge for supplies. But when a Dustling caravan passed by one the Thrall caves, their Grimm instincts kicked in and they attacked the caravan with weapons held high.

They killed many Dustlings, but much of the caravan escaped and made its way to one of the major nests.

When the Overlord learned of the assault, it was livid. The Thralls carelessness would put the Dustlings on alert, meaning they would send out Hunters to find and capture Thralls for study, which would lead them to the hideouts and the stockpiles of weapons they held, causing them to question why Grimm would need Dustling weapons, leading to even more Hunters showing up, thus making its and Silver's existence all the harder to conceal.

Or so it thought…

Through the Dustling device Flinch called a _scroll_ the Overlord learned that the survivors of the attack didn't suspect a new Grimm type, but the paramilitary Beastling group its Thralls had come from. The White Fang.

It was surprised by this claim. The Thralls responsible had once been members of the White Fang, yes, and they still wore the Red Wolf on their backs, but the masks they wore were completely different from those of the White Fang. The Overlord was intrigued by the accusation, and curiosity soon got the better of it.

It had Flinch send the Thralls out to attack a small nest the next day, but ordered that they leave survivors. Again, the White Fang was blamed.

Since those attacks, the Thralls raided dozens of nests, taking what they wanted and killing who they wanted, but leaving just enough alive to accuse the White Fang. And when an attack review was submitted to the Internet, not a single one mentioned the strange masks the attackers wore, only how "barbaric beastmen" ravaged their homes and kidnapped their people.

These brash and ignorant assumptions opened up hundreds of opportunities previously believed too risky to the Overlord. Raids that once would draw unwanted attention to the Grimm could now be carried out without fear of suspicion. Strategic assaults on military outposts, raids on Dust shipments, even testing the defenses of the major nests, all would be viewed as the work of the White Fang.

And even if the attacks failed and the Thralls were slain, the masks would evaporate before the body hit the ground, removing any evidence of outside involvement.

That was why the Overlord had brought its Thralls with it to the north. For the north held something that had been a thorn in the Overlord's side for countless centuries. And though it knew the two-dozen Thralls it brought with it were not enough to dislodge the thorn completely, they would be enough to loosen it.

The clearing where the Overlord had left Silver came into view. _'Continue onwards to the target.'_ It commanded the ravens and Thrall pilots. _'Do as was demanded of you.'_

The transports and ravens broke off from the Overlord and headed north-west. Their success or failure would be known soon after their assault, when the Dustlings submitted the outcome of the attack on their _media new websites_.

With the attack force on its way, the Overlord's raven began its descent towards the clearing. The snow caved under its mighty talons, sinking down several feet deep.

The Overlord dismounted from its avian steed and surveyed the land for its daughter. When its eyes could not find her, it reached out with its mind to locate her presence. It took only a few moments before it found her. Silver was hiding behind a patch of snow-covered bushes to its right. She'd been waiting for quite a while it seemed.

The Overlord was surprised when it felt how much Silver's power had increased. It had expected just a minor increase, but it was four-times stronger than when it last felt her presence. What had caused this drastic spike in power, it wondered. And more importantly, what affect did this have on Silver herself?

It pushed these thoughts from its mind, it could ponder them later.

'_Silver…'_ It called to her. _'I know you are here. Step out of the shadows. Reveal yourself to me, so that I may see how you've grown.'_

It received no spoken reply, only a sudden impact on its midsection, accompanied by a flurry of red and black rose petals.

Silver had her arms wrapped firmly around the Overlord, her hooded head pressing against its armored stomach, like she believed it would disappear if she let go. The Overlord returned the gesture of affection, gently embracing its daughter in a tender hug.

Both simply stood there, enjoying the other's presence. It had been a long year for both father and daughter, and after such a long separation neither was willing to relinquish the other. Not yet.

'_I missed you, Daddy…'_ Silver said, breaking the minutes of peaceful silence being shared between them. _'I missed you so much.'_

'_And I you, little Rose.'_ The Overlord replied, releasing her from its embrace as she did the same. _'Pull down your hood. Let me see your face, it has been too long since last I saw it.'_

Silver did as her father asked, pushing her hood back to drape behind her neck and raising her head up to look it in the eyes.

The Overlord was taken back by what it saw.

Silver's round, gentle, sprite face had been replaced with something dangerous and regal. A line of white bone traveled along her jawline and peaked at her chin, framing her new face and increasing its beauty. But her face was not the only thing that had changed about Silver.

When the Overlord had left her in the north, the young heir just barely reached its waist in height. Now, she was eye-level with its abdomen. Her claws had become like scythe blades, wicked and sharp. Her quills had grown in quantity and length. The half-foot long spines were now three times their original size, and each of the six rows (three on each arm) had gained two more quills; raising Silver's projectiles from eighteen to thirty.

Just as Silver's body went through changes, so too had her clothes. Her armored shin and knee guards had segmented, providing greater mobility and gaining a more chitinous appearance. The breastplate was more defined now, (if the two bumps on it were anything to go by), and sported red markings that swirled beneath the small mounds like crimson waves, meeting in the middle of her chest and crashing upwards between them.

She looked _years_ older than she should be.

'_By the Fractured Moon above…'_ Silver's smile faltered at its words, unprepared for such a response.

'_Daddy?'_ She asked nervously. _'I-is something wrong?'_

The Overlord was snapped from its befuddlement by her question. _'Forgive me, little Rose. I was just… surprised.'_

Silver tilted her head in that way she did when she didn't understand something. _'Surprised? By what?'_

Her ignorance to the reason behind its shock caused a quick bout of chuckles from the Overlord. _'By you, of course! You look as if you've aged thrice the years you've stayed here. How could I not be surprised by such a miraculous transformation?'_

An embarrassed smile graced her lips, along with blackened cheeks. _'I don't look _that _different…'_ She said sheepishly, idly kicking the snow at her feet.

The Overlord smiled warmly at its blushing daughter and placed both hands on her shoulders. _'It is a good appearance, little Rose.'_ It said with approval. _'It is a regal and imposing visage worthy of the heir of Grimm.' _Silver beamed from the praise, happy she had pleased her father.

'_But your power, little Rose…'_ It began. _'Your power is what truly amazes me. I did not expect such a massive increase in your strength to occur. It is as if I have met myself from countless millennia ago, when the world was young and free of Dust.'_ It looked her in the eyes. _'How have you accomplished this?'_

Silver grinned a mischievously at its question before turning to look behind her. The Overlord followed her gaze to see an unusual hound, large and imposing, emerge from the forests. In the hound's jaws was another surprise.

A male Dustling, bound and unconscious.

It carried the Dustling by its right leg, leaving the rest of its body to dangle just above the snow-covered ground.

The hound dropped the creature down once it was next to Silver. She gave it a pat on the head in return before turning her attention to the Dustling.

The Overlord was very curious. Why did Silver bring this Dustling? Was it to be a new slave? A plaything, perhaps? Maybe Silver wished it to breed with Flinch, (though it couldn't imagine why).

Silver hoisted the Dustling up by the collar and shook it vigorously. The violent shaking jarred it awake, resulting in confused and startled noises leaving its mouth. Before it could make sense of its situation, Silver grabbed hold of its head with her free claw.

The Overlord watched, fascinated, as it tensed under her hold. Within seconds, the body was withering. What parts weren't covered by cloth revealed skin sink and fat vanish. As its head glowed red beneath her claws, the Overlord could feel its life force drain into Silver until nothing was left. Once the Dustling was completely dry, she released it from her grip.

The body hit the snow like a rock. Dead still. No visible injuries, save the burned imprint of Silver's claws over its head.

The Overlord could only stare at the husk on the ground, dumbstruck by what it had just witnessed.

After a Dustling died, and its soul left the body, traces of aura would cling to the body for several days before fading away.

But this was not the case with the dead Dustling at its feet. All of its aura, its entire soul, had been sucked out of its body.

And channeled into Silver…

Now it understood why her power had risen and her appearance changed. Souls carry great power. Without them Dustlings wouldn't be able to use Dust or aura. They strengthen them and protect them, becoming both their sword and their shield. They fill their being with hope, will, and meaning. Without one, a Dustling wouldn't be a Dustling.

And Silver had been devouring them, taking their power for her own and leaving an empty husk behind.

For almost a year…

'_Little Rose… How…'_ It couldn't think of a way to properly ask its question. For the first time in a long time, the Overlord was at a literal loss for words.

'_I don't know, Father.'_ Silver admitted. _'It was completely by accident that I discovered this power. I was toying with a dying Dustling, and just when I was about to end it, a strange energy filled me…'_

Silver went on to tell the Overlord about the energy, how it renewed and invigorated her, made her thirst for more. It frowned when she said she nearly lost herself to the thirst, but Silver had since been very careful with deciding when to drain more Dustlings, picking off stray travelers or sprites that drifted too far from their nests.

She kept a tally of her prey, too. This one was her eighty-sixth.

'_I was wondering if you knew anything about this, Father.'_ Silver asked once her story was finished. _'Did you ever drain Dustlings like I have? When you were younger, perhaps?'_

The Overlord shook its head. _'No, my daughter. This an ability unique to you and you alone.' _It gave her a serious look. _'Tell me, is it difficult to control the urge for more energy? Does it district you during hunts?'_

Silver looked thoughtful for a moment before shaking her head. _'No, not since my first drain.'_

The Overlord nodded. _'Good. Never let it control you, Silver.'_ It warned her. _'Still, you would do best to further limit your drainings, else you become dependent on them.'_

Silver went wide-eyed. _'T-that could happen?'_

'_With your power, I cannot tell. But through the ages I've witnessed countless Dustling leaders become slaves to their own power. Becoming paranoid, desperate, and distrustful. They viewed everyone around them as a threat, pushed away the ones they needed. Inevitably, they were the cause of their own demise.'_

It gave her a stern look. _'Don't fall to the same fate as those filth. You are better than that.'_

'_Of course, Father!'_ She said quickly, bowing her head. _'I shall do as you instruct and drain less Dustlings from now on.'_

Inwardly, the Overlord sighed out in relief. It had not been lying when it said it had seen Dustlings destroyed by their lust for power. Before the end of The Latest Conflict many were like that; impulsive and selfish, looking to their own needs before others. A good many still were.

But that wasn't the true reason it didn't want her draining too many Dustlings. Until now, Silver's power had been increasing at steady pace, giving her time to comprehend and control it. However, the abnormal amount she had absorbed from the Dustlings had been too much for her body to handle, not as it had been, anyway.

In order to manage the increase, her growth had been accelerated using the energy she'd absorbed. Silver had grown, _physically_, but not _mentally_. She was still a sprite in mind and behavior, and would need time to familiarize herself properly with her new… enhancements.

And if she continued to drain Dustlings at the rate she had in the north, it would become impossible for her to adjust. She'd become chained to her thirst for souls, turn herself into a mindless creature, desiring nothing but more souls to feed her insatiable hunger.

The Overlord would _not_ allow that to occur. Given a few centuries, she may become immune to the lure and leech without worry, but until that day it would not let its daughter become a slave to her impulses.

'_Good, little Rose.'_ It told her. _'I am glad you see reason. Now tell me, what is this Grimm by your side?'_ Its powerful gaze fell on the large Grimm, which shrank beneath its stare.

Silver affectionately comforted the Grimm before answering with a proud smile. _'This is Pup, my First Grimm.'_

The Overlord frowned. That was impossible. Silver didn't know the ceremony to create Grimm yet, there was no way this Grimm was her First. Unless…

'_You gave a beast your blood?'_ It asked, not with anger but… frustration. It was well aware that Silver had a great affinity for animals, canines in particular.

But to give one her blood…

'_He would have died had I not given it to him.'_ Silver defended. _'His pack had been butchered by Dustlings, and he was on the cusp of joining them.'_ Her voice gained a dangerous edge. _'I could not stand idly by and let one so young and innocent die if there was something I could do to stop it!'_

'_You saved it from Dustlings?'_ The Overlord asked. _'Silver… I told you _not_ to draw attention-'_

'_I killed them before they could escape!'_ She defended.

'_That is not the point!'_ Its booming voice robed Silver of her courage, and she shrunk back like her Grimm. _'What would have happened if one had survived? It would have returned to its nest, and spread word of your existence. You risked revealing yourself to the entire world all for the life of a dying animal!'_

Suddenly, the Overlord found itself eye to eye with the wolf turned Grimm. In the blink of an eye, it had forgone its submissive behavior and placed itself between Silver and the Overlord, teeth bared and hackles raised. Even though its Grimm blood recognized it as the Overlord, its beast blood registered it as a threat to its master.

It was trying to protect her…

'_Pup, no! Bad Grimm!'_ Silver reprimanded the Grimm, pushing it back from the Overlord. _'Daddy is not going to hurt me!'_

Before she could push the wolf-Grimm away, the Overlord reached out and placed a gauntlet on its skull.

Images flooded its mind as it reviewed the memories of the hybrid. A carpet of fur, bloodied and torn. Gentle hands, caring and big. Dead Dustlings, corpses strewn and skin flayed. A nest, walled and defended. Grimm battling golems of metal. A siege lasting less than seven days. Screams of pain and roars of triumph. Walls once tall, toppled to the earth. A nest burning bright in the light of the setting sun.

A master, lost and falling. Her descent prevented by worried jaws…

The Overlord broke contact, and stared at the Grimm with curiosity and amazement. There had been other memories shown, but they were little more than background images, unimportant and trivial. This creature had protected Silver, not from her enemies, but from herself. What it did was something that no pure Grimm, not even the oldest Firsts, were capable of.

Sensing danger.

Grimm know no fear. Self-preservation is only achieved by the oldest of Grimm, and even they rarely listen to it. It is a boon and a flaw. They will not break when faced with defeat, but neither can they apply strategy to their attacks without a higher power leading them.

But this pup's beast blood carried the instinct for caution, something no Grimm possessed. It had sensed Silver's lust and stopped her before she could succumb to it.

Silver's pleas for forgiveness brought the Overlord out of its thoughts.

'_Daddy, I'm so sorry Pup did that. He was just trying to protect me!'_ Silver begged. _'He's a very good hound! Please don't be mad with him!'_

'_Silver…'_ It said, never taking its eyes off the Grimm. _'What you did was foolish and impulsive. I expect better from my heir. To let yourself be swayed so easily by the sight of a dying beast… sickening. Pity is beneath us!'_

It looked down at its heir. _'Do not let it happen again.'_ It said firmly. _'Understand?'_

Shame dripped from Silver's being, but she nodded her head. _'Yes, Daddy. I won't do it again.'_

'_Good.'_ It returned its gaze to the beast at her side. _'I will let you keep this creature.'_ Silver perked up at the words. _'Its memories show it to be a loyal and intelligent beast, and while I still do not approve of your choice to turn it, I shall allow it to live. Under your command.'_

Silver squealed in joy and hugged the Overlord. _'Thank you, thank you, thank you!'_

The Overlord pried its daughter from it as she continued gush appreciation and gratitude. The creature called Pup was also thankful, wagging its tail back and forth furiously with its red tongue lolling out as it breathed.

With all immediate concerns settled, it was time to head back south. It would hear its daughter's full-tale of her time in the north as they flew.

'_Come, Silver!'_ The Overlord beckoned, walking back to the raven. _'It is time to go home.'_

Hopefully the Raven's talons would be strong enough to carry that oversized puppy of hers.

* * *

**~o0o~**

* * *

**Several Hours Later, Several Miles outside Atlas…**

"As you can see, Mr. Schnee, the new equipment has proven very efficient." The foreman said happily, as he finished giving his boss a tour of the newly upgraded facility. "Dust extraction rates have increased 30%, and purification time has dropped almost in half."

"That's wonderful news, foreman, and how are the workers doing?" Asked the patriarch of the Schnee family. "Are all they being treated fairly?"

The foreman winced, making the old CEO frown. "The supervisors aren't being too hard on our faunus workers again, are they?"

"I-I'm sorry, sir!" He apologized. "It's just with all the news about the White Fang in Vytal and talk about Grimmsbane still floating around-"

"I won't hear excuses, foreman!" Mr. Schnee said firmly. "The faunus under my employ have no ties to those barbaric terrorists. They are good, honest people and I will have them treated as such! Do I make myself clear?"

"C-crystal, sir."

"Good. I want a list of names for all the supervisors who've been mistreating my workers on my desk by next week." With that settled, the old man began walking towards the transport shuttle station. His legs were tired and he did not desire to walk all the way to the landing pad.

"Of course, sir." The quarry foreman said, stepping in behind him.

'_Bunch of ignorant fools.'_ Thought Karl Schnee as he boarded the shuttle._ 'I'll need to have a chat with hiring when I get back. Those damn idiots keep finding me racists instead of employees.'_

Since the destruction of Grimmsbane, humans and faunus were warier of each other than ever before. The humans, because they saw every faunus as a possible White Fang spy, and faunus, who believed the White Fang had been framed as part of an anti-faunus smear campaign.

It didn't surprise Karl why they were so fractured. Grimmsbane had always been a controversial topic. On one hand, it was a monument to human tenacity and will to survive. On the other, it was filled with violent, trigger-happy racists who'd rather shoot than talk to solve problems.

It wasn't until months later, when news from Vytal started pouring in that the distrust began to melt, making way for unified anger and revulsion. For almost five months now, White Fang raiding parties had been targeting villages and caravans outside the kingdoms' borders, killing and kidnapping people left and right, looting everything in sight, some reports even claimed they were wearing human bones and skin.

Humans and faunus alike were outraged by these unprovoked attacks on innocent people. Many even joined together against known White Fang sympathizers, organizing assaults on their homes and businesses. There was something painfully ironic seeing a faunus firebomb a White Fang's house.

The news did more than just frighten and enrage the populace, however. A month ago, a group of local White Fang members, emboldened by the news, bombed one of the many SDC owned stores in downtown Atlas. Normally, this wouldn't be of any concern for the world-wide company, except this wasn't just a store. In actuality, the store was front for a small, top secret research facility designed to study phenomena the SDC doesn't want others to know about.

Phenomena like bizarre Dust crystals with unusual color patterns and vicious properties.

Before its destruction, the facility had been researching an odd fire Dust crystal retrieved from one of the "Siren" attack sites nearly two years ago. Dubbed "Ash" by the research staff, the reports described the Ash being twice as powerful as normal Dust and extremely volatile. During tests, subjects would exhibit increased aggression and hostility when in physical contact with the crystal that would dissipate soon after contact was cut, followed by bouts of shivering and a slight drop in body weight.

His son, Jaeger Schnee, saw opportunity with the crystal. Karl only saw something destructive and dangerous.

It was gone now, though. Crushed beneath a mountain of rubble.

For once, Karl was glad the world was home to ignorant anarchists. He had wanted that crystal destroyed since he read the results of the first test. The only real reason the research continued was to shut his son up, who would go on and on about the countless possibilities the Ash represented for their weapons research division.

When Jaeger learned of the facility's loss, he was livid. He had always harbored a distrust for the faunus, but now it was full-blown hatred. Every faunus Jaeger looked was a White Fang sympathizer in his eyes.

Though he was loath to admit it, Karl could hardly blame the boy for how he felt. Many of his most trusted board members had been found dead in alleyways and dumpsters. Distant relatives were kidnapped and ransomed. Shipments stolen. Friends lost…

But that didn't excuse how he treated the faunus under Schnee employ. Or his family.

Karl shook those thoughts from his head before they could sour his mood further, and took a seat on the shuttle car. The foreman took the seat next to him and signaled the driver to start.

They sat in silence till the foreman's head-set came to life just as the landing pad came into view. He answered casually, but soon developed a look of confusion, alarm, and panic.

"Foreman?" Karl asked, leaning on his cane. "Is something wrong?"

"Sir, the air control tower just spotted two bullhead transports heading this way with a trio of nevermores tailing them." His words surprised the old man greatly. "The pilots say they have wounded with them, and are running low on fuel. They need to land."

"And they shall." Karl said with determination. "Tell control to allow them passage, and ready the automated defense turrets to fill those nevermores with holes!" He wasn't about to let wounded men and women meet their end if he had any say in it!

"Yes, sir!" He relayed the instructions to the tower.

Soon, the sound of the aircrafts entering Schnee airspace was heard, followed by the defense turrets engaging the pursuing Grimm. The shuttle had reached its destination just as the two transports came into view.

Their hulls were battered and bruised, but looked relatively intact. The bullheads swiveled till their fronts faced the shuttle station and the two men approaching them. Karl tried to get a look at the pilots, but the tinted windows made it impossible.

He expected them to land immediately, but the two simply hovered over the pads.

"What are they waiting for?" The foreman asked, yelling to be heard over the screaming turbines. "We gave them confirmation to land! Why are they just-"

Suddenly and without warning, three missiles sped out of the right bullhead, impacting on the control tower. The first hit the observation area dead on, while the other two detonated on its concrete body. The structure crumbled to the ground, along with everyone in it.

Karl looked back to the bullheads just in time to see the nose guns light up.

The foreman and CEO hit the ground hard, bullets riddling their bodies.

Somehow, Karl wasn't dead. He was in incredible pain and couldn't get up, but the bullets had miraculously missed most of his vital areas. The foreman wasn't so lucky. A big hole passed through his hardhat and into his head. A quick death, at least.

More explosions sounded around the fallen man. He struggled to crane his neck, and was rewarded with seeing his quarry in flames. Buildings were burning, emergency alarms blared, raw Dust detonated.

It was horrible…

And with the loss of the control tower, the quarry air defenses were down. The Grimm that had chased the attackers could swoop in at any moment to join the destruction.

"Look, brothers! This one yet lives!" A deranged voice sounded to Karl's left. Again he forced his head to turn. "Hehehehe… look how it struggles, just to turn its head! Oh, such a pathetic creature." What greeted him was the last thing he expected or wanted to see.

Three White Fang soldiers, two armed with grenade launchers, the last with a rifle. Their menacing masks glared down at the Schnee with sadistic amusement.

The one with the rifle aimed it down at Karl, but was stopped by one of the grenadiers who grabbed the barrel. "Fool! Do not waste ammunition upon the dying. Such force is excessive." He then walked up to Karl. "It requires only a nudge." The White Fanged raised his foot high.

And when it came down, Karl Schnee saw only black.

* * *

**~o0o~**

* * *

**Several Days Later…**

"_**Breaking News! We've just received word that three days ago, that the Schnee Dust Quarry in Atlas has been attacked by members of the White Fang. Survivors said they came in using two bullhead transports, however, how they gained access to the quarry is still unknown.**_

"_**The White Fang attackers used missile launchers and grenade launchers to destroy dozens of structures, including storage areas and purification centers. They fired indiscriminately, killing human and faunus alike, leading many to believe them to belong to a splinter faction of the White Fang.**_

"_**Unfortunately, before reinforcements could arrive, the White Fang had fled. In their wake they left billions of Liens worth of damage, two hundred and seventy wounded, and ninety five dead.**_

"_**Among the wounded was Schnee Company CEO, Karl Schnee, who had been inspecting the quarry prior to the attack. Mr. Schnee was found by a group of faunus workers who rushed him to one of the response teams. He is now in critical care at St. Oum's hospital. Sadly, his injuries are extremely severe, and doctors do not know if he will survive.**_

"_**Karl Schnee's son, Jaeger Schnee, has now been appointed head of the Schnee Dust Company until further notice. The new CEO stated that he would see the "animals" responsible for the attack would answer for their crimes. He also stated that the Schnee Dust Company would now being working with the Atleasian military to ensure something like this never happens again."**_

* * *

**Author's Note: HOLY SHIT! That was a long one to write! Not my longest work, but took me a fucking age to get it down.**

**Now, in honor of Shark Week, (ALL HAIL OUR MIGHTY OCEAN OVERLORDS!) I have been considering the next chapter to have a more… aquatic setting.**

**But should I have it occur **_**before **_**or **_**after**_** Silver is sent north? Should it be a special or real chapter? Let me know in the comments, and I fucking mean it when I say that, don't just expect my hand to reach out of your device, grab your face, and read your mind. I CAN'T DO THAT!**

**Also, Shark Week has given me an awesome idea for a Grimm shark name. The Rookin, after the monster swamp shark of the Mississippi river.**

**As always, please Fav, Follow, and Review. Thank You!**

**DeadRich18 Out!**


	9. Chapter 8: Oceanic Observation

**I don't own RWBY. I do however own the original characters.**

**This is where I say I'm sorry it took so long, but right now I have something more important to ask…**

**WHO ELSE SAW THE RWBY PANEL FOR RTX 2015!? That was fucking awesome! Unfortunately I wasn't there and had to watch it over the web, (meaning I didn't get to see the sneak peeks for volume 3.) but we all finally got a look at Winter Schnee, and more importantly, Uncle Qrow!**

**You know, to be honest I thought he would be a lot older looking, and have a bit of facial hair. Ozpin does describe him as "OLD" after all. I got it on his hair color though, knew it be gray.**

**And considering Weiss is the heiress, shouldn't Winter be the **_**younger**_** sister? Unless Winter did something to lose her spot as heiress…. HOLY SHIT! Calling it right now! Winter Schnee has a faunus lover, and daddy Schnee doesn't approve.**

**This is an extremely important development, not just for the show, but for the RWBY fanfic community as a whole. And judging by my current rate of progress with this story, I might actually be able to see the third volume before I reach the critical stage when the story reaches the show timeline.**

**On that note: A toast to Monty Oum! Without him, this story and many others would never have existed. May his stay in heaven be one of great enjoyment!**

**Now, onto story matters. I know a lot of you have been asking when Silver meets team RWBY (and more specifically Yang), it's a reasonable question after all. But I can't and won't give out any information about the reunion, you'll all just need to be patient and wait.**

**First actual filler chapter! I think I've done pretty well with it, went through a few rewrites here and there, but I'm proud of the end result. I made it a regular chapter, (as in, it's within the timeline and not a flashback), but added a bit of flashback bits in it to spruce things up a tad. Hope you enjoy it!**

**Answer Time!**

**HJSDGCE: Not tellin' ya!**

**LordGhostStriker: Praise shark week indeed!**

**TheHollowClown: Thanks for the compliment! I hope it continues to impress.**

**Thorfaxdragonkin: Thank you, and you're gonna see some.**

**Silverheart117: Thank you, it has been corrected.**

**Aerhyce:**

**1\. Remember, after Weiss's dad took over, SDC began hitting the moral gray area. Also, Karl had already been shot multiple times once the Thralls got to him, and he's old. They thought he'd bleed out before anyone found him. Also, they didn't have time to confirm the kill, it was a hit and run mission so they couldn't make sure everyone they shot was dead. Killing wasn't their main objective anyway, it was causing a shit ton of damage to the refinery.**

**2\. And yes, things go downhill for the faunus employees. **_**Very **_**downhill.**

**3\. Thank you for pointing those out to me, I've corrected them now. See any in this chapter, let me know.**

**Shadow Walker of Fire: Not a bad idea, though the name could use some work (ironic it may be). The people at Rooster Teeth put a lot of effort into naming the Grimm, making them feel like something truly original, I want to do that with mine.**

**BerserkBookWorm: Thank you kindly. A Grimm that walks and swims in my mind would either be an amphibian, or a reptile. I hate to disappoint you, but considering the Overlord's age, do you really think it hasn't **_**already**_** made aquatic Grimm? And only one kind?**

**Guest: Thanks, hope you like the ones I use.**

**Pikagammerplus:**

**1\. Thank you for the praise. I'm honored that you'd compare me with such a highly received story. I believe that if you're going to create something in an already established story, especially culture and lore, it needs to fit into the established setting.**

**2\. It will be a while till Rojo's role really picks up, but your suggestion gave me an idea.**

**3\. I can understand your confusion with Rojo not being targeted by Flinch, I should have cleared that up earlier. The train wrecks happen almost four years BEFORE Silver begins attacking settlements and caravans. He wasn't listed with the Siren Survivors because the Siren didn't exist yet. And by the time people started talking about it, the Forever Falls train wreck was old news.**

**LeviathanTamer: I know I PM'd you about this already, but I need people who read your review to know the answer too. As far as I'm aware, Scrolls are NOT Huntsman exclusive, they can NOT be tracked, and this story is NOT using technological jib-jab to explain convoluted exposition about triangulating positions and what not (I struggled just trying to make Penny's part sound techy, it is not my strong suit.). Your question is a decent one, but it's overthought. The Kingdoms, to my knowledge, aren't watching everyone's internet history like in real life. Simple as that.**

**6thKazekage:**

**1\. Thank you, like I said previously, when introducing new cultures into an already established world they need to fit. I'm actually surprised that NO-ONE has used the shattered moon in the sense that I did. (Might be because I was told a lot of old ancient civilization myths about how animals, people, plants, and the whole world came into existence when I was a kid. Native American folktales were particularly influencing I think.)**

**2\. I like characters who are believable, not just really cool, unbeatable heroes who fix problems with a flick of the wrist. (One of the reasons I hate Naruto crossover stories so damn much.) They need to have flaws, personalities, and characteristics that define them and set them apart.**

**3\. The word choices I use are due to a slight pet-peeve of mine. Whenever a writer introduces the perspective of a creature or character that's already been established, but hasn't been given a point of view yet, they always use the same terms and phrases that the protagonists use. I mean, do you really expect, say a dog, to call a vacuum a vacuum? They probably call it a roaring sweeper or something. We give many creatures names, but are they the names the creatures **_**themselves **_**use? I just blew your mind.**

**4\. A kraken Grimm would be an excellent idea, and though the Grimm may call it a kraken, Dustlings may call it something else. And yes, the Overlord has definitely created aquatic Grimm by now, and probably a lot of them. (Don't expect to see **_**all**_** them though.)**

**5\. Currently, it's about three-and-a-half years before RWBY actually starts.**

**6\. Physically: Silver is around fifteen or sixteen years old. Actual and mental age: She's twelve.**

**7\. If you mean, when will Silver meet team RWBY, then I can't tell ya. Don't want to give out spoilers.**

**AK74FU2: While I'm sad to hear that, I'm also a bit confused. What do mean by 'corruption'? Do you mean the character turning evil?**

**GrimKid98: "Reads your review." I would have gone with a group of Grimm in top hats and monocles speaking with posh accents while talking about rich people things. Still funny! Thank you for your kind words, I hope my work continues to scare you shitless.**

**Yorushie:**

**1\. I'm happy to hear you enjoy my story. Ever since I was a young boy, the concept of the hero turning evil has always been a favorite of mine.**

**2\. And you're not the only one who wants to see the sisters' "reunion".**

**Dragon Blitz 85: You'll just have to wait and see. :D**

**IMPORTANT NOTICE BELOW!**

**Before you start reading, I need to ask you all something. Pikagammerplus's review gave me an idea. Would you like me to do a kind of side story in Grimm Heir, where we focus on Team RWBY, led by Rojo, going through the show's storyline? I kinda feel like it would be interesting to do, and would give everyone a look in to how everyone's doing without our favorite red reaper around, but I need to know if you think it's a good idea first. Like before, I can't read your mind, so if you want me to do it, tell me in a review.**

**Onto the chapter!**

**THIS IS HAS BEEN EDITTED FROM THE ORIGINAL DRAFT!**

* * *

**Grimm Heir**

**Chapter Eight: Oceanic Observation**

**Several Months Later…**

The hot, late spring sun sat high in the sky, no clouds were present to bloat out its rays as the Gulch's surface simmered under its gaze. For a Dustling, the heat would be nigh unbearable, but to the Grimm, it was less than a minor annoyance.

And so Silver's sparring match went on as scheduled.

The Overlord watched as its heir fought with six of Flinch's best Thralls, critiquing or approving each move she made.

'_Do not let them corner you, use your speed, little Rose.'_

'_Good, keep moving, a mobile target is a difficult target.'_

'_You focus too much on the foe in front, you're being flanked again!'_

'_That's it! Fast strikes, jab and guard, jab and guard.'_

The match had been going back and forth like this since it started ten minutes ago. Silver was strong and agile, easily able to outmaneuver her foes, but the Thralls had numbers, coordination, and combat experience.

Since the attacks were approved months ago, the Thralls had been raiding and pillaging Dustling nests and caravans without pause, fighting hardened warriors and outwitting sly nomads. Their bodies were decorated with the bones and skin of their victims, trophies that struck fear into the hearts of their enemies.

Silver was an excellent fighter, but relied heavily on surprise and speed to achieve her goals. Her tactic of choice was a lightning fast ambush, launching her quills from the shadows to confuse her prey before charging in to finish them off. But once the shock wore off, so did her momentum.

She was at a serious disadvantage in a situation where she couldn't control the battle. Open conflict with multiple enemies was something she did her best to avoid, but the Thralls ran headfirst in to it.

The Overlord frowned as Silver was surrounded again. Her strikes turned desperate, trying to push the half-dozen Thralls back, but each move she made gave the Thralls another opening they quickly exploited.

The Overlord had seen enough, this fight was over.

'_Enough.'_ It commanded. All six immediately lowered their weapons and swiveled on their feet to face it. _'You may go now, I have no more need for you this day.'_

"Thank you, O mighty Overlord." The largest spoke, Dustling ribs strapped to its chest like armor, and severed fingers dangled from a string around its neck. "We were honored to assist our mistress with her training." They all bowed in respect, then left, leaving a brooding Silver in their wake.

The Overlord approached its sulking heir, but her pet beat it to her. Pup was already trying to lift Silver's mood, nuzzling her with its snout and licking her face, but the heir remained disheartened despite its best efforts.

The Overlord placed a hand on her shoulder, prompting her to look up behind her. _'You've improved since last you fought them, but you fell to the same maneuver as before.'_

Silver's gaze fell at its words. _'I'm sorry, Father. I tried to be more aggressive in my attacks but-'_

'_Your aggression is not the problem little Rose. Your spatial awareness is.'_ The Overlord removed its hand from her shoulder. _'You place all your attention on the threat in front of you while ignoring the ones to your back and sides.'_

'_B-but that's because you only let me use my claws in training!'_ She protested, now facing it fully. _'If I could use my quills and semblance, I would have won the match in seconds, but you forbid me from using them!'_

'_I forbade you from using them conventionally. You are simply too focused on what they _can_ do instead of what they _could_ do.'_ Silver scowled at the vague response. _'But it is more than just that. What would you do if you had exhausted all your quills and could not muster your semblance while in combat? Do you think our enemies will be courteous and wait till you can use them?'_

Silver replied by crossing her arms over her chest and grumbling under her breathe.

'_We will continue these matches tomorrow.'_ It told her. _'Go find Flinch, it is time for your symbol lessons, and remember Silver: The Grimm that always wins never learns and dies young…'_

'_But the Grimm that sometimes fails always learns and lives forever.'_ She finished.

The Overlord nodded. _'Exactly. Now go.'_

Without another word, Silver mounted Pup and headed to the western cave entrance. The Overlord watched them until they disappeared in to the mouth of cave. Once they were gone, it let out a tired sigh.

Silver's argument held truth. Had she used her full arsenal against them Silver would have brushed aside the Thralls with almost laughable ease. But the Overlord knew this, and it knew Silver always fought at full power, holding back nothing as she slaughtered her foes. But that was what these matches were meant to correct.

After all: the less the foe knew your capabilities, the more of an advantage you had over them.

To teach her this, the Overlord told Silver she would spar without her two most deadly weapons; her quills and semblance. This would challenge Silver to become more creative in her fighting techniques and strategies. And it was working, albeit slowly.

Over the months, she developed several new attack and defense techniques to compensate for her handicaps, but only after numerous matches. When she realized her heavy sideways swipes left her exposed, she began using short jabs to strike at her opponents before bringing her claws up to block. After being cornered a dozen times, she started tossing dust in the Thralls eyes to distract them.

They were excellent moves and the Overlord was pleased with them, but she was still thinking far too narrowly. It had denied Silver from using her quills and semblance in their most obvious respects, but there were still _other_ ways she could utilize them in combat.

Her quills, for instance, were very strong and able to fold down against her arms, turning them into makeshift braces she could use for blocking. And with her semblance, it might be possible for Silver to spin herself at extraordinary speeds, making her a deadly whirlwind of blades.

So many possibilities, all obscured by Silver's literal interpretations.

'_You are so cunning, little Rose.'_ It thought as it began to walk through its domain. _'So crafty and resourceful. Why can you not see that which is right in front of you?'_

It strolled back and forth through the Gulch, thoughts occupied its mind as its body moved to and fro. Then something caught its eye, a dark shape moving over the gray dirt, barely noticeable against the dull colors of the Gulch. Curiosity gripped the Overlord, and it went to investigate the source.

It was a beetle, a Gulch scarab to be precise, skittering across the ground. It moved around sharply on its tall, stilt-like legs, heading one way then another with short pauses in between.

Arthropods were some of the only non-Grimm creatures that could live in Gulch's harsh environment. Small, numerous, and adaptable were just a few of the words the Overlord used to describe them.

With little else to do, and desiring a distraction from its thoughts, the Overlord decided to observe the black insect. The scarab paid it little mind, darting this way and that as it searched for food.

Its search lasted only a few minutes before it found a small ant mound. It immediately began picking ants off the ground and pushing them into its maw using its powerful mandibles. The smaller insects retaliated, swarming the scarab and biting its legs, but the scarab's body was above their reach, and any who attempted to climb up its legs were brutally kicked off.

This went on for a full minute, until the scarab had its fill of ants and made to leave. But before it could, the Overlord plucked it from the ground.

'_So tiny yet so clever.'_ It thought as it brought the scarab close to its face, its long legs kicking fruitless in the air. _'It is little wonder why your kind occupies so much of the world. But how do you know what is the best way to counter your enemies, little bug?'_

The scarab's response was to kick its legs more.

The Overlord chuckled at its own silliness. What other response would an insect have to give when it lacks a tongue to speak? It placed the scarab back on the ground, watching as it sped away, the primal instinct to flee danger fueling it on.

The Overlord always found beasts to be such fascinating creatures, often wondering what would happen had they not been corrupted by the Dust of the second shard. Silver shared this fascination. She would hid in the shadows and watch all manner of beasts, learning their behaviors and patterns, often applying them to her own-

…. …. ….

The Overlord blinked.

…. …. ….

Then with an aggravated sigh, it slapped itself in the faceplate.

How could it have been so stupid!? Silver's slow progress was not because of a lack in creativity, it was a lack of inspiration! Silver learned best through observation, studying the behavior of a creature and applying what she could to her techniques and plans. But these sparring matches forced her to adapt to situations through a much more primitive and time consuming method, trial and error.

The Overlord needed to change its approach. It doubted Silver would see the point in starring at a scarab all day, waiting for it to reveal its defense strategy to her. She had already applied what tactics she could from this continent's beasts, and the fauna of the north differed little from those here.

It did not want to send her to the other continents simply to watch animals until something happened either. It would be a waste of time, and ran the risk of being discovered by the Dustlings. There had to be somewhere where Silver could observe animal behavior without the threat of exposure looming over her head.

But where?

It looked up at the sky in search of answers. Its blue expanse reminded the Overlord so much of the ocean. The great body of water that divides the landmasses from each other. It was in the ocean that the Grimm were first unleashed, sharks and krakens that sent hundreds upon thousands of floaters to the depths, cutting the Dustlings off from one another. Some places were littered so greatly with these wrecks that they were all that could be seen on the ocean floor for miles around.

Since then, the ocean has remained the Grimm's territory. Even with the power of Dust at their disposal, Dustlings were hesitant to enter the open sea. Only their largest and most heavily armored floaters could make the voyages between continents. For the rest, however, they stuck to the few coastal routes they classified as 'safe'.

On the main continent, those routes were all along the northern coastline, used for travel between its two nests.

This meant the southern and eastern coastlines were completely void of any Dustling seafarers. But they teemed with countless undersea creatures.

The Overlord smiled. It knew where to go.

* * *

**~o0o~**

* * *

Since her enslavement to her master, the Overlord, Flinch had seen many surprising and terrifying things.

She experienced the mind-shattering hallucinations brought upon by tombstalker venom, witnessed Dust crystals blacken and warp in her mistress's claws, and watched defiant faunus transform in to obedient Thralls.

But this… this was something else.

Three days ago, master had interrupted her and mistress's afternoon reading lesson with a surprising announcement.

They were going to the beach.

Flinch was stunned into silence by the simple decree, but mistress was positively jovial. In three days they would leave for a beach of his choosing and stay there for four weeks.

He explained this was not a break from lessons however, mistress was to continue her lessons in letters, Dust, and aura, but only for half their usual length. Flinch made sure to pack extra Dust crystals, just in case.

The flight had been a short affair, only a few hours long. Flinch had spent much of it trying to understand what reason her master had for taking them to the beach. Her first theory was aquatic combat exercises, but that didn't make much sense since there were almost no settlements on the water save kingdom harbors. Next was having mistress familiarize herself with aquatic Grimm species, but master surely had to have done something like that already.

Flinch continued her pondering till they landed a mile's walk from their destination in a forest clearing. Mistress rode ahead on the back of her pet, leaving a trail of trampled grass and broken twigs for Flinch, Armor, and their master to follow.

Soon, the sound of waves reached her ears, and the smell of saltwater filled her nose. Earth gave way to sand, and the trees grew fewer and thinner, until at last she could see their destination.

It was breathtaking.

The beach itself was not a straight line of sand like she assumed it would be. It was part of some kind of natural harbor. From where they stood, Flinch could see a strip of land bending along the northern part of the inlet, acting as a barrier. It protected the north, but ran eastwards till it curved slightly south, halting its advance there.

The waves lapped gently against the sandy shore, joining with the soft whistling breeze to bring about a peaceful symphony of wind and waves. Seabirds soared overhead, adding their own unique voices to the music below them.

The sand was a warm tan color, inviting and soft. Not a single piece of trash marred the beach's banks. The only things on the beach other than sand were scattered boulders, patches of washed up seaweed, and pieces of bleached driftwood.

And beneath the midday sun, the waters sparkled and glistened with such brilliance, Flinch had to squint her eyes.

It was so pristine, so beautiful and majestic, Flinch almost missed her master walking past her towards the beach.

Shaking herself out of her stupor, Flinch quickly caught up with her master, Armor in tow. "M-master." She asked timidly. "May I ask why we came here?" She felt incredibly stupid for not asking beforehand, but there was no point lingering on that now.

"**Silver… needs… in…spir…ation…"** He answered simply. **"Beasts… of… the… deep… shall… provide… it…"**

Just as she was about to ask what he meant, a massive plume of water shot across the bay's once calm surface, followed quickly by second heading in the opposite direction. It sent the slave jumping back in surprise, right in to her escort. Armor responded by looking down at the spooked woman, expression blank, before lightly shoving her away.

Before Flinch could question what had taken place, a third plume shot straight towards the beach, a red-black blur at its head.

'_Red-black blur!?'_

Mistress ground to a halt right in front of master, crimson and obsidian rose petals fluttering all around her. She was dripping wet. Her hair was flattened against her drenched head, and her clothes were soaked through with saltwater.

Despite how uncomfortable and heavy the waterlogged clothing looked, Mistress seemed ignorant or unaffected by it as she bounced up and down in glee. A big fanged smile on her face, mistress looked up at master with excited eyes.

No words past either's lips, there was no need to. Flinch didn't know how, but Mistress and Master shared some kind of silent understanding, able to communicate what they wanted to each other without spoken words.

They appeared to be in the middle of one such conversation right now, as Mistress embarrassedly rubbed her neck with the back of her hand, a light blush painting her cheeks gray. Master simply stared her down, before shaking his head and pointing at a boulder several yards away. Mistress nodded, and ran over to the boulder with a spring in her step.

Flinch blinked as mistress reached the boulder. _'Wait, where's-'_

Running out of the water with loud happy barks, Pup pushed mistress onto the sand and began licking her relentlessly. Mistress laughed as she tried to push the bizarre Grimm away. But once she finally succeeded and stood back up, Pup decided to shake himself dry, pelting Mistress with water droplets and enticing startled giggles.

As Pup continued to show affection for mistress, Flinch turned to her master. "Master," he looked down at her from the corner of his eye. "Forgive me for my ignorance on these matters, but what did you mean, 'inspiration'?"

His eye narrowed and a warning growl left his maw. Flinch flinched as she realized she had annoyed him. "I-I ap-apologize, M-master." She bowed her head in submission. "I-it doesn't c-concern me. I'll ask no further."

Her master did not like to speak when he did not need to. The few times he would, it was rarely more than a few short sentences. As a result, mistress often acted as his voice when he wished to give lengthy explanations, since words formed more easily on her tongue than on his. In fact, the most Flinch had ever heard her master speak on his own was almost a year ago, when he masked the first Thralls and gave Flinch command over them.

Her master gave no reply to her groveling apology, and turned his attention back to Mistress and Pup just as she had finished removing her clothes, which had been laid down on the boulder to-

Removing her clothes!?

Flinch's eyes went wide with complete and utter shock. But before she could ask her master what was going on, he was already halfway over to the pair.

"M-mistress! W-wha!? W-why are you n-n-n-naked!?" The slave stuttered out, earning the attention of all three Grimm by the rock.

"What do you mean, Flinch?" Mistress asked, her tone bemused. "My clothes are wet. Need to dry. I want to swim more. Don't need clothes to swim." She gave Flinch a weird look. "Do Dustlings need clothes to swim?"

"W-well, uhm, not necessarily, no." Flinch answered nervously. "We-we just don't l-like others seeing certain… p-parts of our bodies."

Both Mistress and Master blinked at her response, before mistress spoke again. "So you wear clothes when you swim? Why?" She looked up at Master briefly then added. "Father wants to know too."

Flinch directed her eyes to her master. "W-w-well, t-to cover places we do-don't want others to s-see." She repeated, earning her a narrow stare from her master. "B-b-bu-but, but… also to make us s-swim faster."

That made Mistress perk up. "You wear clothes that make you swim faster?" Her voice gained a fascinated tone.

Flinch nodded feverishly. "Y-yes, Mistress. They make you more aerodynamic-"

"Show us one." Mistress interrupted, claws clasped together beneath her chin as she beamed with curiosity.

Flinch looked up at Master, who gave a single nod of approval, before placing her backpack on the ground and removing the scroll she had packed for Mistress's reading and spelling lessons. The slave opened the web browser and typed in, 'Women's Swimsuits'. A few seconds and a couple tabs later, Flinch found what she was looking for.

It was a picture of a professional female swimmer, wearing a one-piece sports swimsuit.

She handed the scroll to Mistress, who snatched it right out of her hands. Flinch watched as Mistress's expression went from excited to confused. She tilted her head at the image, then handed the device to Master, who gazed at it with an impassive face. He look at it for a long while, humming in thought to himself, before handing the scroll back to Flinch.

Mistress looked up at master, her face scrunched up in puzzlement, then spoke to Flinch. "Father says he understands what makes the weird clothes increase speed in the water. He will make one for me and one for you right now."

Flinch blinked. "F-f-for me, M-master?"

Her master nodded and Mistress spoke again. "Consider it reward for showing me this, he says." Mistress blinks herself, and looks up at master with an offended expression. Mistress then folded her arms over her chest and grumbled something Flinch didn't understand.

Flinch bowed her head in gratitude. "Th-thank you, Master. You honor me with your generosity." He gave no reply.

Her master immediately began working on the suits, lifting the frothing gunk out from his palm as he did for Flinch's dress. As he worked, Flinch turned her eyes to her mistress.

This was the first time Flinch had ever seen her mistress unclothed, and she was rather surprised by what she saw. Branching out from her shoulders, like slithering snakes, were a dozen black marks (six per shoulder). They slide all along her pale skin, decorating it. Some went down and up, pointing towards her neck with frayed tips, others kept going down, growing larger and splitting off in edged spiral patterns along her sides. The black marks were not the only unique quality mistress's body held, however.

She possessed an incredible physique, delicate and fierce at the same time. Not a gram of fat was visible along her slender waist and flat stomach. Her powerful legs and strong thighs were remarkably defined, but in strangely subtle ways. And her budding chest marked her body's preparations for adulthood.

Flinch still didn't know what caused her mistress's incredible growth spurt. She had been a young girl when she left for Mantle, but had returned a young woman. Neither Mistress nor Master would tell Flinch the cause of the growth however, and the slave wisely decided not to pry.

It wasn't her place to ask anyway.

Master finished the first swimsuit in minutes, and wordlessly helped Mistress put it on, (her large claws made it difficult to do so on her own). The swimsuit hugged her body perfectly, hiding most of the marks from view, and emphasizing some of her more... womanly characteristics. It was completely black, save for the red outlines that circled all five openings.

As Flinch's master went to work on her own suit, she watched with hidden amusement as Mistress looked herself over. Turning this way and that. Pup quickly joined in, warily sniffing at the suit before tilting his head at it.

She acted just like a normal girl would. Excited and curious about something she'd never seen before. It almost made Flinch wonder what Mistress's life would be if she wasn't Master's daughter. What she would do, who she would play with, where she would go in life…

It _almost_ made her wonder.

But Flinch shook those thoughts from her head before they could manifest, and her timing couldn't be better. Master had finished her suit. He held it out to her in his right hand. Flinch took it with a bowed head and, not wanting to appear ungrateful, stripped herself of her own clothes and donned it.

It was identical to Mistress's own swimsuit, expect for one thing. The red horned skull that rested on her dress sat on the swimsuit's front and back, only these skulls were larger and brighter in tone than the one on her gown.

Like her dress, the suit fit Flinch perfectly. Clinging to her body tightly yet gently. It also felt somewhat… warm, like it had been baking in the sun all day. That was impossible though, they were just made. Perhaps Master had given them some sort of heating ability, to keep the wearer warm in cold waters? Yes, that was probably it.

Flinch felt herself smile at the thought. He truly was a thoughtful master.

She looked up from her swimsuit to thank her master again for his generous gift, when she saw another surprising first.

Master… taking off his cloak…

Flinch was utterly speechless. She'd _never_ seen her master without his cloak, he wore it at all times. It hid his entire gargantuan frame beneath its heavy fold, barely revealing more than a tiny glimpse of his armored body.

But now the cloak was gone, and Flinch was given a full view of her master's giant body.

White, bony plates covered him in a natural armor. Heavy, rectangular pauldrons rested on his broad shoulders, their edges lined with small, upwards curving spikes. Interlocking armor segments traveled along both his arms and legs, his shin and forearm plates sprouted two rows of serrated red spines that ran down the centers of each piece. And his torso was a daunting cuirass of chitinous bone, powerful and impervious looking.

The most vulnerable place on him appeared to be his neck, but even that was protected.

Trailing down his blackened neck were dozens of thin armor line segments. They broke at uneven intervals, creating intricate crisscross patterns that faded in and out. It was an ingenious design, providing optimal protection against a slash to the throat without sacrificing flexibility.

A sudden grunt jolted Flinch out of her observational stupor, to see Mistress gone and her master looking at her with a raised eye. Flinch felt her cheeks flush with embarrassment as she realized she'd been staring, and bowed her head in apology.

"F-forgive m-me, Master." She stammered out. "I-I did not mean to s-stare. I-I was just-"

"**Quiet…"** Flinch dutifully obeyed. **"Go… south… wards…. Cave… there…. Camp… there… wait… there…."** He turned away from her and began walking towards the water. **"Follow… hound.…"**

Flinch watched as her master slowly disappeared beneath the waves. Seconds later, he reemerged riding on the back of a giant rookin shark.

Armor nudged her with its arm, prompting Flinch to look away from her master and towards the beowolf. Once she did, the Grimm began trekking south. Heeding her master's instructions, Flinch slung the pack back on and followed it. Pup looked out at the water with ears drooped before heeling at Flinch's side.

As the odd trio traveled along the sandy shore, Flinch took the time to admire the scenery. The Gulch and the caverns below it were great natural wonders in their own right, but they did not have the same atmosphere as this beach. Perhaps it was the warm sun on her skin, or the feel of soft sand beneath her feet, or the cool breeze blowing in from the ocean. Maybe it was all three of these.

Whatever it was, it made the beach just feel more… inviting to the slave. And she found herself looking forward to this little vacation of theirs.

Ideas of how she could spend their four weeks here started flowing through her mind. She didn't even realize they had reached their destination until she felt the sand under her feet give way to stone floor of the cave.

But that was not the only thing Flinch realized when she set foot in the cave…

She had left everyone's clothes back on that rock.

* * *

**~o0o~**

* * *

Silver was having a terrific time!

She was darting through the salty water like a hungry marlin, using her semblance to propel herself in every direction possible at tremendous speeds. And the special water suit made her go even faster, just like Flinch said they would.

Silver loved swimming. It was like running, but different! She could go in any direction, forwards or backwards, left or right, even up and down! (That was her favorite part!) The only limit to the fun was lung capacity, and Silver had reached hers. Time to breach.

She was so happy daddy brought them here. It had been too long since they last went to the beach, far too long.

Sliver had only been to the shore once before, back when she was just a little sprite. It was when daddy taught her to swim and familiarized her the Grimm that patrol the seas. It was one Silver's favorite spritehood memory.

And as she surfaced for air, so did the fond memories of that time.

* * *

**~o0o~**

* * *

'Kick your legs, little Rose.' _Her father instructed kindly, holding her tiny claws in his own as she swam in place. _'One after the other. Right then left, right then left. That's it, good.'

'Kick! Kick!'_ Squealed out a three-year-old Silver Rose, making small splashes with every kick she made._

'Now, I'm going to let go…'_ Her father's words sapped the delight right out of her._

'No! No let go!'_ Silver protested fearfully. Daddy couldn't let go, he couldn't! If he did she'd sink!_

'You can do this Silver, just focus on me.'_ His reassurance did little to persuade her, but before she could object again, he had already let go._

_Silver flailed about in the water with her only support gone, leaving the sprite to tread the six feet deep water on her own. But she could see daddy, he was only a few feet away from her, if she got to him she'd be fine._

_With all her might, she swims towards her father. Kicking her feet as fast as she could while paddling along with her claws. It was really hard. She kept getting seawater in her mouth and having to spit it out, and every time she was within reach of her daddy he backed away several more feet._

_As this went on, her breathing grew ragged and her limbs weak. Then, just when she started to think she'd never reach him, he grabbed her claws._

_Daddy pulled her through the water and propped her against his side, holding her as she rested._

'Very good, little Rose, very good!'_ He told her._ 'You just swam twenty yards, all on your own.'

_He was right. When Silver looked back to where they started, it was really far away._

_She smiled tiredly. _'Yay...' _She tried to lift her arm to cheer, but it was too heavy._

…_.._

"_Tehehehe!" _'Daddy! Temtacles tickles!'_ Silver barely managed to say through fits of giggling as the large kraken examined her body with three of its sixteen arms._

'The kraken is just curious, little Rose.'_ He told her as he watched from the back of a greater shark. _'It wants to know what you are.'

'Kraken! I'm heir! Heir! Stop tickles now!'_ The kraken didn't seem completely satisfied with the answer just yet. It gave her one more feel around before releasing her from its inquisitive grip. This provided the lesser sharks that had shadowed the greater one a chance to perform their own inspection._

'Sharks! Sharks!'_ Silver liked the sharks. They were fun and fast and curious. Just like her!_

_But before the smaller sharks could get close enough for her to pet them, Daddy pulled her out._

'That's enough for today, little Rose.'_ He said. _'The sun's going down, and ocean beasts come out to feed at night.'

_Silver pouted. That wasn't fair, she still wanted to play with the sharks and the krakens and the fishes and all the other water Grimm. _'Grimm make safe! Keep beasts away!' _Her daddy just patted her head as he willed the greater shark towards the bay's shallower waters._

'True, but you need your rest. Have no fear, you'll see them again tomorrow.'

_Silver looked back at the many lesser sharks that followed after them. They were so tiny compared to the greater shark, like her and Daddy. It made her wonder..._

'Daddy?'_ She asked him._ 'How are Grimm made?'_ Silver knew her daddy created them, she just didn't know _how_ he created them._

_He just stared at her for a while. _'… I'll tell you when you're older.'_ Was his curt response._

* * *

**~o0o~**

* * *

That month had been a tremendous experience for Silver.

Looking back, it was rather ironic. Her father, who insisted she learn how to swim, was incapable of swimming himself. He weighed too much. Whenever they did lessons in deeper waters, he rode a greater shark or had a kraken carry him. Without them, he just sank to the bottom like a rock.

Now that she thought about it, how did Father know how to swim? He couldn't have learned from watching Dustlings, they'd be eaten by the Grimm before they swam less than ten yards out.

Maybe he _had_ been able to swim before. Grimm change over time, so what's to say their master didn't also. Maybe he had only grown his armor in the last couple of centuries or so.

This led Silver to trying to imagine her father without armor…

She giggled. It was a silly image.

'_Silver.'_ Speaking of her father. She turned around to see him ride up to her on a young greater shark. _'I see you are enjoying the water.'_ He said with a smile as he willed the Grimm to halt beside her.

Silver smiled back at him. _'I am, Father. Thank you for bringing us here again.'_

'_I am glad to hear that. However…'_ He reached down into the water with his right hand, black vapor rising out from it. _'That is not why we are here.'_ He lifted his hand out of the water, along with the freshly summoned sea slug that sat in his palm.

He gave the boneless Grimm to Silver. _'Place it over your mouth like this, Silver.'_ He said with a short demonstration. _'I have altered the slug to act as a filtration system, allowing you to breathe in water as if it were air.'_

Silver was wide-eyed. _'Grimm can be altered?'_ She didn't know that.

Her father nodded. _'Of course, but only to an extent.'_ He answered. _'The Grimm are like clay, little Rose, molded and shaped to fit our desires. I can change the features of the creature, but not the creature itself.'_

Silver nodded in partial understanding before looking down at the tiny Grimm. It squirmed sluggishly in her palm, looking up at her with lazy eye stocks.

Grimm sea slugs were a rather peculiar species. Father designed them with three suction cup mouths along their underbelly. The slugs would ride on the backs of larger Grimm to travel long distances, latching onto the creature with their strong maws. Many leviathans and sharks carry these tiny passengers around as they patrol the open ocean for Dustling floaters. When one is found, the slugs detach themselves from their mounts and head for the underside of the floater. Once attached to the floater they vomit highly acidic bile onto its hide from all three mouths.

Their bile was extremely corrosive, and only grew stronger with age. One juvenile slug could dissolve almost any material in a matter of hours, and the bile of an older slug corroded even faster.

Silver flipped the slug over, noted it only had its center maw, (the front and back mouths were replaced with regular suction pads), and placed it over her mouth as instructed. Its slimy body fixed itself to her face, anchoring its pads to her cheeks for a more secure hold. Silver could taste the air it was steadily pumping into her mouth, stale and foul, but breathable nonetheless.

She looked at her father to see a slug attached to his mouth as well.

'_What now?'_ Silver asked, still not understanding why they needed these slugs.

'_Now, little Rose…'_ He said as his shark began to submerge. _'Now we observe.'_

**~o0o~**

Many decades ago, the Overlord had traveled to this very bay to unleash a new breed of aquatic Grimm and discovered a large Dustling floater resting in its waters.

The floater's metal hide was torn and battered, large towers dotted with long tubes took up its middle, and blackened smoke billowed off it like vapor from a geyser. Its size and appearance marked it a battle-floater, a Dustling war machine built for the high seas.

But this once mighty weapon of destruction had been reduced to a floating scrapheap. The Overlord normally avoided these floaters, but its damaged state coupled with the risk of it leading more floaters to the bay compelled the Overlord to act.

It sent slugs to eat away at its metal belly, flooding its insides with seawater. As the floater sank, it called on sharks and krakens to pick off the Dustlings that jumped in to the water to escape their sinking vessel. The waters ran red with blood that day.

Few made it to the shore alive. The Overlord dealt with them itself.

The battle-floater now rested at the bottom of the bay, and like the rotting carcass it was, attracted all manner of beasts. Dozens of different fish breeds swam in and around the wreck like flies, and crevice eels burrowed in to the many gashes across its surface as maggots would a wound. Sharks (Grimm and beast) patrolled the wreck by scores, orbiting it by day and entering it at night to prey on its denizens.

But these were only what could been seen from the outside. Inside the carcass were many more dangerous monsters, Grimm and beast alike.

To a Dustling, nearing the wreck would be suicide. But for a Grimm, it was a simple and mundane task.

The ocean beasts knew better than to hunt Grimm. It was a needless waste of energy since Grimm dissolve shortly after death, denying them any type of food. However, that may not be true for a hybrid like Silver.

To be safe, the Overlord assigned a small pack of lesser sharks to stay close to her whenever she went in to the deeper waters. They swam in pace with Silver, slowing down or speeding up whenever she did. They took their duty seriously, and unless ordered otherwise by either Silver or itself, would charge any creature that wandered too close to her.

Father and daughter had spent many days observing the behavior of the bay's underwater animals. They witnessed hunting strategies, social behavior, dominance battles, territorial disputes, defense mechanisms and much more.

They had visited the wreck several times already, due to its abundance of diverse life. However, the floater's insides were too cramped for the Overlord to explore, and the narrow passages forced groups to move in single file. Silver had tried to delve deeper into the wreck, but the Overlord would not let her, and for good reason.

The floater's interior was a confined maze of metal. It would not take long for one to lose their way in its twisting corridors, but that was only a piece of the danger. The hallways were unbelievably tight, one could touch the walls with their elbows bent and hit the ceiling with their head just by standing straight. For a Grimm like Silver, this was a serious problem.

Her body was not designed with confined, close-quarters-combat in mind, let alone underwater. Most of her attacks required a great amount of room, something the wreck did not have. This made her a vulnerable target for the wreck's more nimble and hostile inhabitants.

The wreck provides shelter for many sea creatures, few of which are docile. Decades of fighting over the best areas in the wreck have made many of its denizens aggressive and territorial. Their instincts drive them to attack anything that nears their territory, even Grimm.

Yet even with all this danger, Silver still wanted to explore it.

And today, she finally was.

The decision to grant her passage was not made lightly, however. Sliver had begged the Overlord to let her since she first laid eyes on it. For days it refused her request to explore, telling her it was far too dangerous.

But eventually she convinced it to let her go. Not with promises to be careful, but with a new defense strategy she had conceived through observing the sea life.

She would use her quill-covered arms as shields to guard her advance through the wreck. Like the quill-fish fends off the shark, her spines would deter any creature hoping to make a meal out of her.

It was a brilliantly simple strategy, and one that proved the Overlord's assumptions right. It was not through sparring that Silver learned best, but applied observation.

Pleased with its heir's clever tactic, it permitted her to explore the wreck with a pair of lesser sharks. Silver's quill shield may work, but it was always important to have a backup plan. The sharks would be the first lines of defense, one at the front and the other in back, any threatening creature would need to get past them first to reach Silver.

As a show of trust, the Overlord let Silver proceed to the wreck alone. It would wait for her on the beach, watching the tide roll in as night crept ever closer. Pup laid down at its side, head in its paws, having never taken its eyes off the water since Silver entered it several hours ago.

The Overlord ran its hand through Pup's fur, soothing the anxious hybrid to a degree. The Overlord had not been keen to the hybrid's existence at first, but after a time, it proved a valuable asset worthy of the Overlord's tolerance.

Strong, fast, and cunning. Pup had led several raids against the Dustlings since arriving in the main continent. But it did not fight from the shadows as its mistress did. Pup charged into battle with jaws wide and teeth sharp. Many Dustlings died by its fangs, but many also escaped.

In weeks, word of Pup's existence made its way to the Internet, but the reports did not warrant much concern. Unlike itself or Silver, Pup had the appearance and behavior of a beast. The Dustlings, too trusting of their eyes, could not see anything that set Pup apart from the rest of the Grimm save for one thing. Its glare.

Survivors of its attacks claim that Pup could paralyze any who looked in its eyes with a single terrifying glare. The Overlord had observed this ability before, when it sent Pup to attack a resting caravan group. In the fighting, Pup was cornered by five Dustling warriors. But just as they began their charge, they froze.

Immediately, fear began rolling off all five warriors like water over a ledge. It froze their bodies and minds with such fright, none dared to even breathe. Only when a hound charged them from behind, roaring loudly, did the five stir from their terror induced paralysis, but by then they were already dead.

Despite the many survivors that have witnessed this feat, however, the majority of the Dustling populace refused to believe them. Many comments were written about the _Direwolf's_ ability, most saying the same thing.

"_The way you describe it makes it sound like the Grimm has a semblance, and that's impossible!"_

"_You're crazy! No way that's true!"_

"_Next you'll say the kingdoms put tiny transmitters in the fillings in our teeth!"_

Their own fear made them refuse to believe the truth. Such stupid creatures.

"M-master." The Overlord turned to look at Flinch, a wooden spoon clutched in her hands. "I-I have prepared a hot stew for Mistress's return. W-would you like a bowl?"

It shook its head no. The slave bowed her head in acknowledgement. "Very well, Master. I will leave you be."

The Overlord watched Flinch for a few more moments before returning its gaze to the water. Flinch had changed much since it had captured her several years ago. From a righteous and defiant Hunter into a humble and obedient slave. But recently, she had begun to change.

The Overlord had noticed it some time ago, when it had taken her measurements for her dress. It was not in her behavior that she was changing, but in her appearance. It was a subtle thing, barely noticeable, but it was still there.

A lock of her hair had turned white.

It was a rather peculiar thing. The Overlord knew Dustlings' hair often turned gray or white after their fifth decade, but Flinch was just in the middle of her third. Her skin had also undergone a subtle transformation.

Her time within the Gulch caverns had rendered Flinch's flesh a sickly pale hue. And even after she was allowed outside her skin never returned to its former shade, however it had begun to lose its sickliness.

The Overlord knew not what caused these changes, but they intrigued it. It wanted to see if any more changes would occur. What caused these changes in her? Were there ways to slow or accelerate them? And most importantly, what did they mean?

Pup's head suddenly shot up, jarring the Overlord from its thoughts. They sensed Silver before they saw her. Popping out of the water and quickly ripping the slug off her face to take in a big gulp of fresh air.

Pup was on its feet in seconds, tail wagging furiously as Silver leisurely swam towards the shore. The Overlord rose as she reached the shallows and began wading up to them, already sensing the feeling of accomplishment she held.

It smiled. Her strategy had succeeded.

Pup rushed Silver when she stepped out of the water, nearly sending her back in to it. She smiled warmly as it licked her face, gently ruffling its neck in return. The Overlord walked up after a moment and congratulated Silver for her success.

'_Thank you for your praise, Father.'_ She replied with a smile. _'The wreck's insides were incredible! There was so many interesting things in it. I found so many Dustling skeletons inside!'_

It smiled. _'You will tell me more of the interior later.' _It patted her head affectionately. _'For now go to Flinch. She has made you a stew, and I am sure you are hungry after your little venture.'_ Silver headed over to the fire pit where Flinch was tending the stew with a spring in her step, and Pup right on her heels.

The Overlord watched as Flinch poured Silver a bowl before doing the same for Pup. All while it and the First hound that always shadowed her watched.

The Overlord turned back to the ocean horizon. The sun was halfway beneath the waves now, its descent painting the sky in a blend of reds, yellows and pinks. Dusk was always its favorite hour, not because of the beauty that came with it, but because of its inevitability.

No matter how hard the light struggled, no matter how brightly it shines, darkness would consume it. No matter how many times the sun rose to banish the darkness of night, it would always succumb to the night.

And as the sun set upon the land, so to would it set upon the Dustling world.

It was only a matter of time…

* * *

**Author's Note: So, what do you think? I think I did a pretty good job with this one.**

**We're drawing ever closer to the RWBY show timeline, folks. Soon, you shall witness all the terrible things I have planned for the world of Remnant. Blood will be shed, fear will be spread, and someone's ending up dead! (hehe, I made a rhyme.)**

**Below will be the HUMAN descriptions for the Grimm I have mentioned in this chapter, so don't expect too many details.**

**Shark-Rookin: Unlike most Grimm, the rookin comes in many different shapes and sizes. There are dozens of sub-species all over Remnant, all with different features and behaviors.**

**Some hunt in large packs while others swim alone. Larger rookin are often shadowed by smaller rookin who aid it in attacking boats and swimmers. The larger rookin will use its size and strength to punch a hole in the side of a ship big enough for the smaller ones to swim through. Once there is enough water, several smaller rookin will swim inside the boat, either killing people or driving them to jump out into the hungry mouths of the other rookin.**

**The largest of the rookin species, the greater rookin, is the undisputed Grimm king of the sea. The smallest are recorded at eighteen feet, while the largest ever seen was estimated at twenty yards.**

**Kraken-Ursula: The scourge of seafarers everywhere, the ursula is a fearsome and cunning Grimm. It has two sets of eight tentacles, the large outer set resemble a squid's tentacles, while the smaller inner set are like the arms of an octopus. The suction cups of the outer set are lined with hundreds of tiny hooks, and have been recorded to rip a man's face clean off. The suction cups of the inner set however, are more akin to beaks, chomping away at anything they latch on to.**

**Ursula are one of the less common Grimm species, reported attacks are usually around six a year, (though experts believe there are many more unreported attacks). They are also solitary and have not been known to travel with others of their kind. Many sailors consider this a blessing since one ursula is already bad enough.**

**Like many ocean Grimm, ursula are large. They've been known to grow to three-fourths of a football field (assuming American football exists in RWBY). They can sink a ship within minutes of attacking, either by crushing it with their tentacles or biting it full of holes with its massive beak.**

**Leviathan-Leviathan: Very little is known about the mysterious leviathans, as very few have ever seen one. The view eye witness accounts there are describe them as baleen whales larger than a Schnee Dust freighter.**

**Despite their size, leviathans have never been known to attack traveling ships. This leads experts to believe leviathans may be the oldest Grimm in existence.**

**Much about them is still unknown. More information is needed**

**Sea slug-Grimm Leech (I couldn't think of a better name, sorry): The most commonly dealt with Grimm species in the sea, leeches have become more of a nuisance than a threat.**

**Growing to about two feet long, the Grimm leech latches onto boats with its three mouths and eats away at the hull with its corrosive vomit. Once an even worse threat than ursulas, leeches sank more ships than any other known Grimm. But after the Great War, a discovery was made that rendered them almost harmless.**

**It was thought that leeches could eat through any material, but thanks to a Mistral scientist, several materials were discovered to be resistant to the Grimm's bile. These included Dust, several rare, high-strength metals, and most surprisingly glass.**

**Ship builders took the information to heart and began making adjustments to hundreds of ship models. Now, all ships had three layer hulls. First was a layer of metal, than a layer of glass, than another layer of metal.**

**Since the discovery, the only problem with leeches was with getting them off the hull.**

**Hope you liked those descriptions!**

**As always, please Fav, Follow, and Review. Thank You!**

**DeadRich18 Out!**


	10. Chapter 9: Proving Grounds I

**I don't own RWBY. I do however own the original characters.**

**It was during the writing of this chapter that I had an epiphany.**

**Oceanic Observations wasn't a filler chapter, it was the ending to the first arc of my story!**

**In this new arc, we will still have a look into the life of Silver Rose and her Overlord father, but the main focus will be on team RWBY. We'll get to know our Ruby stand-in, Rojo Toro, and see how he deals with a pun-slinging blonde, a secretive ninja faunus, and an ice queen.**

**As many of you remember from the first chapter, I mentioned that Rojo's weapon was much like Jaune's, meaning it lacks any transformation capabilities. How will this affect the story? What does it tell about our Stetson hat wearing hero? And when will the long awaited reunion take place? Find out, in the second arc of Grimm Heir!**

**Answer Time!**

**TheHollowClown: Thanks, I hope you enjoy this one just as much!**

**Guest: I most certainly have the time for it! Also, rookin and ursula aren't subspecies of the sharks and krakens, they're what humans call them.**

**LordGhostStriker:**

**1: She could do that, but I'm not sure. They probably have some kind of youtube on Remnant, but I don't think the schools or Huntsmen post videos of themselves or their students fighting online. Also, the Overlord isn't having her do this counter specific moves, its having her create her **_**own**_** style of fighting. Plus, she'd need to be able to **_**fight**_** against the people she'd see online to find out if any counters she thinks up would work. And there are a lot of Huntsmen and Huntresses out there, all with their own styles of combat. To try and counter them all would be a huge waste of time.**

**2: You and everyone else, my friend. Though I doubt it will happen since he only uses it for info gathering. (I know you were all thinking it too!) Though I might use it in a gag chapter.**

**Dragon Blitz 85: It will take some time! Be patient!**

**Hanna:**

**1: True, those kind aren't bad either, but I rarely find any that are halfway past decent in terms of story, writing, or dialogue. Just the characters doing whatever the writer wants them to even when it goes against their personality.**

**2: Could be stress, could be something else…**

**3: I would be lying if I said I hadn't considered the idea of a Stockholm syndrome romance occurring. However, that wouldn't make any sense in the story so it won't happen. (Feel free to continue your shipping fantasies though, not my place to judge.)**

**4: Actually, you are a Dustling, that's what the Grimm call humans since they were born from Dust. And Beastling is the name for faunus is they were originally beasts who became Dustlings.**

**Guest: How am I wrong? I was stating my opinion on the subject. Furthermore, I didn't say flaws were the only thing that define a character, you just focused in on that one part. Flaws make characters believable, even Tarzan has them, (they may be few, but they're still there). Did Tarzan immediately know how to speak English? Did Tarzan instantly understand civilized culture? No, he didn't and those are flaws, ones he overcame, but still flaws. Deny it all you want, but it's right there. And just because it says so on Wikipedia doesn't mean that's what everyone thinks about Tarzan. And on another note: What does Tarzan have to do with my story?**

**Blckwlf4: I'm aware of that, however heiress makes me think too much of Weiss, and I'm pretty sure a lot of other people feel that way too. Also it just doesn't sound as cool as heir to me. "Grimm Heiress"… it just doesn't sound right. Plus the Overlord doesn't really see the point with the whole gender specified titles, (well most of them).**

**Pikagammerplus:**

**1: I didn't just think about it, I'm doing it! I highly appreciate readers who have ideas they think might work in my story and pass them along to me, whether in a review or private message.**

**2: I'd be rushing through a lot of important character development if I didn't go over what happened through the majority of season 1. It just wouldn't feel right to skip it all. I might skip a few of the episodes in for season 2, but I'm not sure which ones yet.**

**3: You're not being offensive at all, you're being constructive and helpful. Don't worry, I'm splitting them into chapters. For the two-part episodes, I'll probably have them share a chapter, to free up space. Since you made your first suggestion weeks ago, I've been hard at work picturing how Rojo would work and grow with the rest of the team and I think I've got most of it down.**

**4: Chapter 16, eh? Maybe, maybe not. Only time will tell.**

**Aerhyce: Thanks again for spotting them, (I have no idea how that 0 got in the breathe. Must have been a coding thing.) And thanks for the praise, too.**

**This chapter is shorter than my usual work. For some reason, it just didn't feel right jamming it all into one chapter so the rest will be done in the second part. Not the best way to start off a new arc, but it's how it is.**

**Also, (this is a bit random but I felt like doing it), if any of you are manga readers, check out **_**A Fairytale for the Demon Lord**_**. That manga provided me with a lot of visual inspiration, specifically for the Overlord, (even though the Overlord I describe looks nothing like the demon lord). So if you want to see where I got some of my inspiration, check it out. It's got amazing art, and despite having a really confusing story it's pretty interesting.**

**Onto the story!**

* * *

**Grimm Heir**

**Chapter Nine: Proving Grounds I**

**Three Years Later…**

'_I'm finally here.'_ Rojo thought to himself as he stepped out of the airship. _'After all these years, I've finally made it to Beacon.'_

The school was a masterpiece of architecture, more of castle than a place of learning. Massive towers scraped the sky with their pointed roofs and beautiful archways connected them all together like highways. A fabulous courtyard rested in front of the main structure entrance, well-tended flowers and carefully placed trees lined its pathways with an awe-inspiring statue of mankind's triumph over Grimm resting at its center. It was a breathtaking view.

An impressed whistle interrupted Rojo's observations. "That is one big school." A loud, familiar voice said. "Let's hope the same can be said about the dorm rooms!"

Rojo sighed. "Thanks for ruining the moment, Yang." He looked over at his friend. "We've just arrived at one of the greatest Huntsmen academies in the world, and your main concern is living space."

The buxom blonde looked at him with a serious, (though he doubted it really was), look. "We're gonna be living here for four years, cowboy, living space should be the _first_ thing you're thinking about." Her gaze lightened a bit, and she gave him her trademark smirk. "That and how good the food is."

He had to crack a smile at that. No matter the time, place, or situation, Yang Xiao Long always did her best to lighten the mood, even when it wasn't wanted and usually with a ridiculous pun.

Seriously, if Rojo had one Lien card for every time she made a pun…

"Whatever, Yang." He looked back up at the school in awe again. "I still can't believe we're here."

"Well start believing it, cowboy." She poked him playfully before jabbing her thumb back towards a group of people. "I'm gonna go catch up with the others. You coming?"

Rojo politely declined. "I'm going to hang back here for a bit, take in the scenery. You go on ahead."

Yang shrugged. "Have it your way, cowboy." She started walking away. "See you at orientation."

Rojo watched her leave with a smile on his face. He and Yang had both attended Signal, but hadn't actually met each other until their last year there. It was early in the school year, during sparring class with professor Branwen, Rojo and Yang squared off against each other for the first time since they enrolled.

The fight was surprisingly even for a while. Red Redemption's long range prevented Yang from getting in close, while her Ember Celica's fiery spread kept the sharpshooter on the move, denying him the time needed to line up a decent shot. Despite his weapon not having a melee form, Rojo was doing well against Signal's bombshell-brawler.

That is until one of his shots went wide and nicked a lock of her hair.

Next thing Rojo knew, he was seeing stars, his whole body hurt, and he was stuck inside the training room wall. Class was ended early that day, and Professor Branwen and Yang spent the next half-hour trying to pull Rojo out. He might have been stuck in there all day if Yang hadn't lost her patience and blown up the rest of the wall.

It wasn't the most common way to start a friendship, but that's how it happened. Yang apologized the next day, and after some oddly coincidental run-ins and a massive food fight that would go down in infamy, Rojo and Yang became good friends.

But they had only been friends for one year, and there things Rojo was very reluctant to reveal.

Yang didn't know that Rojo was the survivor of the Forever Falls train wreck, nobody at Signal knew. Papi refused to let any reporters near Rojo after he was cleared from the hospital, going so far as pulling his old double-barreled shotgun on them. Papi went so far as to homeschool Rojo until he was certain the paparazzi lost interest, and by then the Forever Falls train wreck was old news.

At first, Rojo was angry with Papi for not letting him talk to the reporters. He wanted everyone to know so they could hunt down the monster responsible for killing his parents. And when he heard about other people who had escaped a screaming Grimm he became almost desperate in his desire to tell his story.

But then… the murders happened... And he learned to keep his mouth shut.

Rojo trusted Yang, almost as much as he trusted Papi, but to reveal that he was the boy who fled a horde of bloodthirsty Grimm while everyone else died? To tell her that it was the Siren who caused the Forever Falls train wreck? He just couldn't risk it, not yet.

"Do you mind moving anytime this year!?" An irritated, haughty voice complained, pulling Rojo out of his thoughts and back into the real world. "You're standing in the middle of the path!"

Rojo turned around to see an annoyed, pale-skinned girl with white hair and clothes glaring daggers at him. Her whole look screamed rich brat, and if it wasn't for the scar running down her left eye, he'd have thought she hadn't done a single physical task in her life. And the butlers and bag trolley next to her didn't help dissuade that opinion.

Rojo raised an eyebrow at her. "You do know you can just go around me, right?" He gestured to the wide path they stood on. "Plenty of space for everyone."

The girl bristled at his remark. "How dare you talk to me like that!" She yelled, pointing her finger at him angrily. "Do you have any idea who you're speaking to!?"

"Does it look like I know?" He answered honestly, getting another look of anger from the girl.

"Why you ignorant plebian!" She yelled. "I am Weiss Schnee! Heiress to the Schnee Dust- WHERE ARE YOU GOING!? I'M STILL TALKING TO YOU!" She screamed out at him as he strolled towards the school.

"Don't care, princess!" He called back without looking back.

There were a lot of things Rojo didn't like in life. Grimm, trains, the Siren, getting punched in face by Yang, but rich, snooty brats held a special place on his hate list.

Ever since that young couple came into Papi's flower shop that one time, Rojo's held a bitter resentment towards the upper class, the ones from Atlas inparticular.

Once he was out of earshot of the Schnee's screaming, Rojo pulled out his scroll to check his clock. He had some time to kill before orientation started, so he decided to take a quick walk around the courtyard.

He took the time to admire its topiaries and flowers. Some were obviously imported from the other kingdoms, but Rojo recognized some native Vale species too, like red Vale roses and purple mountain tulips.

Just as he was about to head towards the atrium, he saw another kid. A blonde haired boy wearing blue jeans and an armored hoodie, looking around in a confused and lost manner. Deciding to lend a hand, Rojo went over to him.

"Yo, man!" He said, spooking the blonde who hadn't seen him. "You alright? You look lost."

"No, no I'm not lost." This guy was a terrible liar. "I'm just, uh, admiring the scenery and-"

"You have no idea where you are, do you?" Rojo said bluntly.

The boy deflated. "Yeah."

Rojo placed a hand on his shoulder. "Don't worry, I know where we need to go. Follow me." He began walking towards the atrium, the blonde guy quickly catching up.

"So, uhm… I'm Jaune Arc." Jaune held out his hand.

"Rojo Toro." He took the offered hand and shook it. "What's your fighting style?"

"My fighting style?" Jaune repeated confused.

Rojo nodded. "Yeah. You a gunslinger or a sword swinger?"

"What?"

Rojo sighed. "Do you focus on long range combat or close quarters?" Even with almost every weapon capable of using both ranged and melee attacks, many fighters still preferred one over the other.

"Oh! Uhm… close quarters, I guess." Jaune pulled out the sword hanging from his belt. "I mean, can't really shoot a lot of stuff with a sword, you know?" He ended with a forced laugh.

Rojo raised an eyebrow at the weapon. "You use a classic?"

"Yeah, I guess so. It was my great, great grandfather's." He sheathed the blade. "He used it in the Great War."

Rojo nodded and pulled out Red Redemption. "Mine's a hand-me-down too."

Jaune perked up at the information. "Really?"

Rojo nodded. "It was my dad's weapon before me. Built it himself." He let Jaune get a quick look at Redemption before holstering it again. "He never cared for all those fancy, over-the-top, shape-shifting weapons. Said folks who used them were always trying to compensate for something."

Both boys share a small laugh at that. "Cool, so your dad's a retired Huntsman?" Jaune asked innocently, oblivious to what the 'was' part in Rojo's explanation really meant.

"Yeah. Retired." He didn't need to know. "Hey look, we're here."

The atrium was completely packed. People from all four kingdoms, human and faunus, filled the room to the brim. The only empty space was the stage at the end of the room, where the headmaster would give his 'welcome to Beacon' speech.

Despite the colorful diversity of people in the room, Rojo quickly picked Yang's golden head out of the crowd. She saw him too, and waved him over. "Rojo!" She called out. "Saved you a spot!"

He turned to Jaune and tipped the brim of his hat to the boy. "Gotta go. See you around, Jaune." And with that, Rojo walked over to his friend.

Rojo had to shove his way through the crowd, saying "excuse me, pardon me" as he went. With her hands on her hips, Yang turned away from the stage to greet Rojo with a mischievous smirk.

"Soooo…" She begins teasingly. "Do all of Beacon's flowers hold up to your standards, cowboy? They all properly watered and trimmed?"

"Yang, if you're trying to set yourself up for a pun…"

"What?" She said with mock offense. "I'm just asking if you found any _bad seeds_ in the gardens. Hehe."

Rojo sighed and shook his head. "God damnit, Yang."

"But seriously." She started. "How's the Beacon experience been treating you so far?"

He shrugged. "Not that bad, but I did have a run in with something on my list."

Yang raised an eyebrow. "Snobby rich brat?"

"From Atlas." He finished.

Yang shook her head in amusement. "Oh man, I really wish I could've seen it. What happened? You bump into them or something?"

"That's the ridiculous part." He began. "I was 'blocking her way'." He said with air quotes.

Yang gave him an 'are you serious' look. "But the path's like twenty feet wide."

"I know! There wasn't even anyone else around. And when I point it out, she gets all offended and starts yelling her head off before asking if I knew who she was." Rojo smiled. "And when I said no, she got even angrier. It was like watching a toddler have a temper tantrum."

Yang laughed at the comparison. "Oh, this is priceless."

"And when I start walking away, she-"

"YOU!"

"Holy crap!" Rojo jumped in surprise from the sudden voice on his left, almost bumping into Yang. Turning to face its source he comes face to face with same bratty girl from earlier. "Is yelling and scaring folks half-to-death your only skills, princess!?"

She just continued to glare at him, teeth clenched. "Don't call me that! My name is Weiss Schnee! And you will treat both it and myself with respect!"

"You gotta earn my respect first, princess." He folded his arms over his chest. "This ain't Atlas, daddy's not here to buy you friends anymore."

"Why you insolent, foul-smelling-"

"Ahem…" The entire atrium goes quiet.

The two arguing teens looked up towards the stage to see the Beacon headmaster standing in front of the microphone stand.

"I'll keep this brief." He began dully, seemingly uninterested in the scores of new students before him. "You all have traveled here today in search of knowledge. To hone your craft and acquire new skills. And when you have finished, you plan to dedicate your life to the protection of the people."

His voice became tired. "But I look amongst you and all I see is wasted energy in need of purpose, direction. You assume knowledge will free you of this, but your time at this school will prove that knowledge can only so far. It is up to you to take the first step." With his less than inspiring speech finished, the headmaster walked away and the blonde instructor from the hologram introduction on the ship, Glynda Goodwitch, took his place.

"You will gather in the ballroom tonight. Tomorrow your initiation begins. Be ready. You are dismissed."

"Well that was… something." Yang commented with a frown.

"It was like he didn't care about what happened to us." Rojo added.

"Well what did you expect him to do? Give a rousing speech about how we'll all become the greatest warriors on Remnant?" Weiss said with a know-it-all tone. "Professor Ozpin is a busy man, he most likely has something far more important than greeting new students on his mind right now."

Rojo just gave her a glare. _'I really hope I don't have any classes with her.'_

* * *

**~o0o~**

* * *

The time had come again.

The winds were warming and the sun remained in the sky longer. Spring was fast approaching.

And with winter days gone, the Tracker trial would commence.

It was the same every year. All over the world, just outside the walls of the four major nests, sprites would undergo their trial to become Trackers. The process was different with each nest, but the overall premise was the same. Sprites would be individually sent into the wilds, form hunting pairs with the first sprite they saw, and retrieve a random object for an unknown purpose. The trial grounds of the main continent's eastern nest were thickly forested, and home to many creatures of Grimm.

One would think it would provide the Grimm an opportune moment to wipe out the next generation of Hunters, but it was easier said than done.

The sprites sent into the forest were aggravatingly competent fighters, having much more combat training than the average Dustling warrior. They left trails of destruction in their wakes, holding back nothing as they fought their way through the forest.

The variety of Grimm here was far less… diverse than other places as a result. The yearly massacres ensured the Grimm presence here comprised of the youngest Grimm of the most common breeds, easy opponents for the sprites. Despite this however, there were a few Grimm that had managed to survive the trials year after year and became formidable and strong.

And tonight, a new breed would be unleashed into this gauntlet. Made not by the Overlord, but by Silver Rose.

'_Are your Grimm ready, little Rose?'_ The Overlord asked its daughter. _'Are they ready for the slaughter to come?'_

'_My chompers are ready, father.'_ She said with confidence. _'They only await the signal.'_

It smiled wolfishly. _'Excellent. Give the command, my daughter. Let your creations pour into this forest like a flood of snapping jaws!'_

And so she did. With an ear piercing scream, Silver sent her swarm of Grimm charging into the forest, with warbled cries of their own.

Silver's first Grimm were marvels in their simplicity. Lacking armor, forelimbs, even eyes, and just barely over two feet in height, she could spawn dozens of them in a single hour.

Within less than a month, she had an army of them. And tomorrow would be their proving day.

They had already shown their effectiveness against common Dustlings weeks ago. A small, remote nest, left alone for the sole purpose of Grimm testing, was literally devoured by the massive tide of chompers.

But killing common Dustlings and killing Trackers and Hunters were two completely different situations. For all the Overlord knew, the chompers may only be good as fodder against the Trackers, sacrificing their lives to wear them down so that the other Grimm could finish them off. But they could prove more useful than that.

How they performed tomorrow would determine their place in its horde.

The Overlord looked away from the forest to address its daughter. _'Silver.'_ It began, earning her attention. _'You will stay here to monitor the chompers' progress. There is a cave hidden deep within the forest that is guarded by an old scorpion. Hide there until the trial is finished.'_

Silver bowed her head in understanding. _'At once, father.'_ She made to leave, but the Overlord placed a hand on her shoulder to stop her.

'_You must remain cautious.'_ It warned. _'Glass eyes cover these woods thickly, keeping watch for the Dustlings. Stick to the shadows and remain unnoticed. If a sprite should happen upon the cave do _not_ attack, let the scorpion deal with it. Understand?'_

Silver nodded once. _'Good.' _It said._ 'A raven will come for you tomorrow after dusk. I will await your return in the Gulch. Now go, dawn draws closer with every moment passed, and you must be hidden before the first light shines.'_

Silver did not need to be told again and shot into the forest with blinding speed. The Overlord, no longer needing a reason to remain here, took its leave upon the raven that had carried them here.

When the Gulch was in sight, the sun began its ascent. Once it reached its highest point, the trial would begin.

And a mighty bloodbath would ensue.

* * *

**~o0o~**

* * *

"Have enough firepower there, cowboy?" Yang teased Rojo as he prepared for initiation. "How much dynamite are you bringing?"

Rojo shrugged. "A dozen or so sticks." He answered casually.

Yang gives him a look. "A dozen or so…" She shakes her head in amused bewilderment. "And people say I pack a punch."

"Well you see, Yang, I don't have a semblance that amplifies my strength with every hit I take, and Red Redemption isn't exactly designed for mowing down crowds." He pulled out one of his Dust dynamite sticks and pointed it at her. "So if I need to get somewhere in a hurry, and something's in my way, I just-"

"_Blow_ it away?" She finished with a cheeky grin.

Rojo sighed, putting the explosive back in his pack. "I set myself up for that one."

Yang laughed with her hands on her hips. "Big time."

Rojo shook his head and did a quick double check of his gear before closing his locker. He may be a skilled marksmen, but Red Redemption could only fire so many bullets before having to reload, which was a big problem when facing down a wave of charging Grimm.

He had a few dozen special Dust rounds to help with crowd control, but when that didn't cut it, he turned to the tried-and-true method of hand-held explosives.

"Seriously, Rojo." She started. "Why don't just you upgrade your weapon? Give it a second form or something? It helps out, trust me." She cocked her shotgun gauntlets to emphasize her point.

"I told you before, Yang. Red Redemption stays as is. No tweaking, no additions, and no second form." He said sternly.

Yang groaned. "But think about how awesome it would be!" She exclaims. "At least give it a bayonet."

"And set it off balance? No way. Besides…" He slipped his combat knife out and gave it a little twirl. "I already have this."

She snorts. "Yeah right, that little butter knife couldn't even tickle a Grimm, let alone hurt one. You gotta get with the times, cowboy, you're being-"

"Ridiculous!" The blonde boy from yesterday, Jaune, shouts out as he walks past the two bickering friends, his face buried in a piece of paper. "There's no way I put my gear in locker 636 yesterday!" He continued mumbling about his misfortune, heading right towards a redheaded girl and the Schnee.

He passes them, but stops suddenly, turns around, and starts walking back towards them, his stride confident and expression cocky. Rojo went to intercept the guy before he could reach the two girls, but Yang held her hand out.

"I wanna see where this goes." She said with mischievous anticipation.

The two watched as the blonde tried to flirt with the Schnee, and then the redhead. Keyword being _tried_.

In the end, all he got for his effort was a spear pinning him to one of the lockers by his hoodie.

"Now we can go over there." She said between chuckles, just as an announcement started.

"_Would all first-year students please report to Beacon Cliff for initiation? Again, all first-year students report to Beacon Cliff immediately."_

The Schnee and the redhead pass him by, the redhead removing her spear without breaking her stride. "It was nice meeting you!" She said cheerfully, not aware of the guy's severely damaged pride.

"Likewise…" He said slumping against the locker.

"And I thought Rojo here was bad with women." Yang joked as the two approached Jaune, ignoring the glare Rojo was giving her.

"I don't get it." He lamented. "My dad said all women look for is confidence! What did I do wrong?" Rojo offered him a hand up, which he took without complaint.

"You tried to flirt with a high-class brat without _knowing_ she was a high-class brat." Rojo told him as he helped the guy get back on his feet.

"And _Snow Angel_ probably wasn't the best start." Yang added.

'_Not a very accurate description either…'_ Rojo thought to himself as he helped the crestfallen blonde walk towards their intended destination.

* * *

**~o0o~**

* * *

'_That is one heck of a view.'_ Rojo thought to himself as he looked out over the Emerald Forest.

He and all the other first-years had gathered at the cliff overlooking the dense forest as instructed by Gylnda Goodwitch. And like yesterday, she stood beside the headmaster as he began addressing them on how the initiation would proceed.

"For years, you have trained to become warriors, and today, your abilities will be evaluated in the Emerald Forest." It was here that professor Goodwitch chimed in.

"Now, I'm sure many of you have heard rumors about the assignment of teams." She announced.

Rojo himself was curious about it. Despite his dad being a Huntsman in life, he had never told Rojo how his team was picked. Guess it was Huntsman policy not to spoil the surprise for the next generation.

"Well, allow us to put an end to your confusion." Rojo raised a brow in interest. "Each of you will be given teammates… Today."

That didn't really come off as much of a surprise to Rojo.

"These teammates will be with you for the rest of your time here at Beacon. So it is in your best interest to be paired with someone with whom you can work well." The headmaster clarified.

So him and Yang. They already knew each other and their combat styles complicated one another perfectly. This was going to be-

"That being said, the first person you make eye contact with after landing will be your partner for the next four years."

"Huh…?" That was _not_ what he was expecting. And he wasn't the only one.

Undaunted by the surprised remarks of the students the headmaster continued. "After you've partnered up, make your way to the northern end of the forest. You will meet opposition along the way. Do not hesitate to destroy everything in your path… or you _will_ die."

'_That's comforting.'_ Rojo heard Jaune take a nervous gulp.

"You will be monitored and graded throughout the duration of your initiation, but our instructors will not intervene." At least he _trusted_ them to make it back on their own. "You will find an abandoned temple at the end of the path containing several relics. Each pair must choose one and return to the top of the cliff.

"We will regard that item, as well as your standing, and grade you appropriately. Are there any questions?"

Jaune raises his hand hesitantly. "Yeah, um, sir?"

"Good! Now, take your positions." Completely ignoring the worried teen.

Everyone adopted a launching stance at the headmaster's orders, expect for Jaune, who still had his hand raised in question.

"Uh, Sir? I've got, um… a question." He misses the Schnee get launched into the air, followed by other students. "So how exactly are we… landing? You're, like, dropping us off or something?"

"No." The headmaster replies casually. "You will be falling."

Another student goes into the air unnoticed by Jaune. "Oh, uh, I see… So, did you hand out parachutes for us? 'Cus if you did, I think I was skipped."

"No one has been given parachutes, Mr. Arc, you will using your own landing strategy."

Yang and Rojo share a look. She winks at him and dons a pair of aviator sunglasses just before she's launched into the sky.

Rojo places his left hand on his hat and quickly brings the red bandana around his neck over his mouth and nose. He feels his stomach lurch as he's shot high into the air, followed by it dropping as he began plummeting headfirst towards the forest.

He smiled beneath his bandana. _'Time to kill some Grimm.'_

* * *

**Author's Note: I know it's a very short chapter by my standards, and I know it's not as descriptive as a lot of you probably hoped, but I'm not trying to redo the entire show.**

**I'm just trying to summarize the school storyline, not completely overhaul it. I'm actually worried focusing on the RWBY story might be a bit of an unnecessary turn, not sure. Hopefully by the next chapter I'll know.**

**Now, despite you all probably wanting me dead for not showing you Silver summoning a Grimm for the first time, I'm sure you all want to know what the chompers look like.**

**I'm just going to say it flat-out, they look like the mouser robots from teenage mutant ninja turtles, (only they're colored black.)**

**I'll give a much more detailed description about chompers and their abilities at the end of the next chapter. I'm still thinking over what name Dustlings will give them, any of you have suggestions please tell me.**

**As always, please Fav, Follow, and Review. Thank You!**

**DeadRich18 Out!**


	11. Chapter 10: Proving Grounds II

**I don't own RWBY. I do however own the original characters.**

**Man, I am proud of this one! A lot longer than I intended, but god damn is it awesome!**

**And to make a good thing better, I am happy to announce that Grimm Heir will soon have its own cover art brought to us by long-time follower, Dragon Blitz 85. The completion of the cover art is still unknown, as Blitz will be doing it on his own time, (You don't need to rush the picture, dude.) so DON'T expect it by tomorrow.**

**And the Chompers, though they won't be called by this name in this chapter, have been given an official Dustling designation. Kokushi, which is Japanese for "black teeth". Description on Chompers will be given in the author's note at the end of the chapter.**

**Answer Time!**

**Knight7572: But Yang will still recognize her. Hehehehehe…**

**Yorushihe:**

**1\. Thanks! I know it was pretty rushed at the end there, I was having a hard time getting it to flow properly and also really wanted to get it done so you all could read it.**

**2\. I'm happy you approve of Rojo. You'll learn even more about his character in this chapter, and in many more.**

**Dragon Blitz 85:**

**1\. Oh, big time.**

**2\. Sorry man, but I can't give spoilers. Even to my cover artist.**

**Miner249er: You know, I'm surprised no one's asked that yet. No, they don't. While can still eat and drink, they no longer require physical sustenance to function. The Mask transfers all negativity it senses into energy for the Thrall's body, allowing it to focus on more important things, like killing.**

**Guest: Good names, but those I feel would be individual nicknames used by other Huntsmen and Huntresses when referring to chompers.**

**Blub and Guest (I know you are both the same person.): No. Why would you want to a Grimm to have the appearance of a something from the sonic universe? None of their bad guys are scary looking at all (with that one sonic robot being an exception). Now mousers, those are scary. Imagine being swarmed by a pack of those little buggers.**

**BearNotGrylls: You and me both, pal.**

**LunaStarrOfFairyTail: I'm sorry to hear you're confused, but happy to hear you're enjoying the story. You and everyone else are waiting for that reunion.**

**And here it is, chapter ten of Grimm Heir! Enjoy!**

**THIS IS HAS BEEN EDITTED FROM THE ORIGINAL DRAFT! SIGNIFICANT ADDITIONS WILL BE ADDED IN THE FUTURE!**

* * *

**Grimm Heir**

**Chapter Ten: Proving Grounds II**

Leisurely soaring above the emerald canopy, without a single care in the world, was a small nevermore. Alone, and too small to be regarded as a real threat, this Grimm would most likely watch the carnage of the Beacon initiation from the safety of the peaceful skies.

"EAT IT, PIGEON!"

Until a falling Rojo Toro hit it with such force, it exploded in a cloud of feathers.

He could celebrate getting first blood later, however, right now he needed to land.

He pulled out a dynamite stick, twisted the fuse seven times, gave it a quick pull, and threw it. When the stick made contact with the ground it exploded in a massive plume of dust and debris, ensuring the earth was nice and soft, creating a natural cushion for Rojo to land on.

Not wanting to take any chances though, he tucked his legs in and rolled onto the ground, transferring his momentum into inertia, and preventing him from turning into a messy stain.

Rojo leapt out of the roll and quickly brought out Red Redemption, giving the surrounding area a quick scan for danger before turning his gaze skyward. He watched as other students soared through the air, looking for their own landing spots, but he was on the lookout for only one person right now.

Yang.

He smiled as he picked her yellow form out of the blue expanse. She shot out of his view, the dense branches cloaking her as she blasted her way further north.

'_Alright, got my destination.'_ He thought as he started running in the direction Yang had gone. _'Just need to follow the sound of shotgun blasts and fiery explosions. Piece of cake.'_

But as he kept going, the sound of gunfire ceased, and no sign of Yang crossed his path.

'_Damnit, where is she? How'd she end up landing _after_ I did? She got launched before me.' _Rojo vaulted over a fallen log. _'She just had to show off and shoot herself all the way to the temple.'_

The trees were breaking up, there could be a clearing ahead. _'Okay, worst case scenario, someone gets to Yang first. Who else could I pair with? Andy? No, too abrasive. Bernie? We're acquaintances at best. Connie might work, but she always gets so mopey when she doesn't get good grades. I've got no idea how Jaune would do in a fight. And then there's…'_

As soon as Rojo broke through the brush and into the small clearing, a certain white-clad heiress entered his field of vision. He skidded to a halt when he saw her, and she turned to see what the commotion was all about.

The two lock eyes for several seconds.

And promptly went their separate ways without either saying a word to the other.

'_Just keep walking.'_ Rojo thought to himself. _'No one saw anything.'_

He continued northwards at a much more casual pace than when he first entered the forest. The adrenaline had worn off, and he needed to save as much energy as he could if this place was as dangerous as the headmaster said. But so far Rojo hadn't seen a single Grimm, (excluding the one he squashed while airborne), since entering the forest.

'_No way I'm finding Yang before someone else does.'_ He thought. _'Guess I'll just have to make due with whoever I see next.'_

An approaching noise made him look behind and, (much to his displeasure), see the Schnee princess had returned and was gaining on him fast.

"By no means does this make us friends." She growled out, speed-walking passed him in a manner that screamed frustrated.

Rojo sighed in agitation and pinched the bridge of his nose. _'You can do this, Rojo. If you can deal with Yang's antics, you can deal with a rich brat's bad attitude.'_

"Hurry up!" She yells back to him.

"Hold your horses, I'm coming!" He calls back, breaking into a jog to catch up with her.

'_How is she walking so fast in those heels?'_

Weiss could not believe this.

She was a Schnee. A member of the most wealthy and prestigious bloodline in all of Remnant. Her family's influence ran through every kingdom on the map, their control over the Dust trade was unrivaled, and no sane person dared to even think about crossing them.

So why, in all the world, did she have to be partnered with this rude, foul-smelling nobody!?

Why couldn't it be Pyrrha Nikos like she planned?

"Slow down, will ya?" Her _partner_ complained as he caught up with her. "This isn't a race."

"I'm not failing initiation just because you're too slow to keep up with me." She shot back, carefully navigating herself through the dense foliage to avoid getting scratched by twigs and thorns. "I swear, if I get a bad grade because of this-"

"Oh yeah, because good grades are what really matters in these situations." He interrupted rudely, mocking her with sarcasm.

Weiss huffed, stopped, turned around, and placed her hands on her hips. "Unlike you, I'm taking our initiation seriously. Trust me, if we're not among the first ones there, it will look bad for both of us."

He raised an eyebrow at her. "And you believe this… why exactly?"

Weiss frowned at his ignorance. "Because that's how our standing will be determined." She said slowly, making sure he understood what she was telling him. "How fast you make it to the objective tells the instructors whether you're qualified or not."

He just looked at her for a moment, that stupid bandana preventing her from getting a decent gauge on his reaction. Then, much to her surprise, he starts chuckling and shaking his head back and forth.

"That may be how it works up in Atlas, princess, but here in Vale we do things a little differently." He walked past her, his weapon in hand. "We determine a person's skill by how well they do, not if they're the first ones done. You'd think a kingdom that prides itself on be 'innovative' would do the same."

How _dare_ he mock her kingdom! "Now listen here, you disrespectful delinquent. Atlas is the leading kingdom in Dust application, technological advances and my home. I will not stand idle while you slander its great name!"

_RAAAAA-Bang!_

Weiss whirled around, Myrtenaster in hand, and was shocked to see an unknown species of Grimm lying on the ground just a few yards away from her, dead. She looked back at her partner, and was greeted with the sight of a smoking gun barrel.

She blinked as she processed what had happened.

He just saved her life.

"Hate to break this to you, princess." Her partner said, approaching the corpse slowly with his repeater still raised. He knelt down in front of it just as it started evaporating and lifted it up to examine it. "But like I told you yesterday, you're not in Atlas anymore."

He threw the body on the ground after a moment, watching as it faded into nothing.

"Wh-what is that?" She managed to say, still slightly shaken.

"New Grimm species." He stood back up and loaded a round into his gun before cocking it. "And it wasn't alone."

No sooner had he said those words, warbled hisses and growls sounded around the pair. Dozens of Grimm, just like the one he had killed, crept out from the bushes and surrounded the two in a slowly shrinking circle.

They were small, but numerous. Several opened their massive jaws to screech, revealing markings that glowed like red Dust lining the insides of their mouths. It was a nerve-racking sight, made much worse by the horrible noises they produced.

"Hey!" Weiss was jolted out of her examination by her partner, his back now to hers. "This isn't the time to freeze up, princess."

Despite the situation, she bristled at his words. "I didn't freeze up." She growled out, getting into her combat stance, Myrtenaster raised and ready. "And my name is Weiss!"

"And mine's Rojo." He replied, Weiss suddenly realized she hadn't even known his name till now. "Listen: I don't like you and you don't like me, but if we don't work together we both die. So let's put the arguing on pause for a while so we can focus on not getting out of this alive. Deal?"

The Grimm charged them with bone chilling screams and jaws open wide.

"Deal."

* * *

**~o0o~**

* * *

"Another pair has been lost, sir." Glynda Goodwitch said with a sigh. "That brings the total count up to twenty-six students now."

"Inform the recovery teams to bring body-bags." Headmaster Ozpin told her. "We'll return what we can find to their families once initiation is complete."

"With all due respect, sir, we need to end the initiation. _Now_." She said firmly.

Ozpin looked up from his own scroll to meet her gaze. "You know we can't do that, Glynda."

"We've lost over two-dozen students!" She points out. "It's been almost an hour since initiation began, but only three groups have actually reached the temple and made it back, and half of them are in the infirmary!"

She takes a deep breath to try and calm herself down before continuing. "I know tradition states we can't intervene with initiation, but we have to make an exception this year. We'll lose a third of the first-years if we don't."

Ozpin sighs. "Adaptation is a Huntsman's greatest weapon." He begins. "Those who adapt will survive and become stronger because of it. But if we pull them out now, even out of genuine concern for their safety, then we destroy that adaptability and hamper their progress in the long run."

"Ozpin-"

"I don't like it any more than you do, Glynda." He interrupted with narrowed eyes. "But if we intervene, we go against the very purpose of the initiation."

She glares at him for a moment, but soon softens her gaze and relents. "Weed out the weak?" She spat venomously.

"I know it's barbaric, but it's the most effective way to ensure the next generation is ready for the challenges that lie ahead of them." He turns back to his scroll. "We had to do it too, Glynda, along with every other Huntsman and Huntress in the world."

She did not respond to his words, he didn't expect her to. Glynda was a protective person, even if most people didn't notice it. She hated sending so many children into the Emerald Forest each year, powerless to do anything but watch as they fought for their survival against the monsters they would fight for the rest of their lives.

She understood the necessity of it, but that just made her hate it more.

Attitude aside, her concern held warrant. Only a few pairs had managed to survive their encounters with the new Grimm species and continue on to the temple. But just barely.

One of the camera icons flashed red. He tapped it, and was greeted with the sight of two more students being overwhelmed by dozens of the same Grimm that been eating the initiates for the past forty-five minutes.

He sighed at the sight and closed the tab. The year was starting on a very grim note, but as headmaster he had to find the silver lining in situations like this. The students who survived this year's initiation would prove themselves to be amongst the most skilled and resourceful of their generation. Perfect Huntsman material.

He just prayed enough would make it to the temple.

* * *

**~o0o~**

* * *

Silver watched on with glee as her chompers ripped another Dustling pair to pieces. Not an hour into the trial and they had already killed almost thirty Dustlings.

Through the eyes of the ravens she had following each pack, she observed their progress from the safety of her cave. Shifting from one raven to the next each time she heard the telltale call of her little hunters making a kill.

It was an effective method, but an exhausting one. When the cries of their latest victim ceased, she released her control over the raven and returned to her own body.

Once back in her own body Silver immediately clutched her head between her massive claws in a vain attempt to relieve the pounding headache that had manifested as a result of her extensive use of possession.

She hissed in pain as her skull thumped loudly at a steady rate. She prepared her aura to dispel it, but stopped herself. The headache would fade away soon, using her aura to hasten the departure of such a trivial annoyance would be an immature waste of her power.

And she wasn't immature… not at all… not one bi-

Oh, who was she kidding!?

Silver's claws glowed a dull red around her head as she let her aura perform its duty. She let out a sigh of blissful relief as the throbbing halted and the pain vanished. Sadly, the mental fatigue from her actions remained.

Headache dealt with, Silver released her head and relaxed. She was exhausted from all her monitoring, and needed a respite before resuming her assignment. Just a brief resting of the eyes would be enough, then it was straight back to work.

Silver scooted herself further into the cave until her back hit a wall. With her support found, Silver wrapped herself in her cloak, got comfortable, eased her eyes shut, and slowed her breathing to a steady pace.

'_Wake me in ten minutes.'_ She told the scorpion. _'Or if a Dustling shows up.'_

It clicked and chittered in acknowledgement, and Silver let herself drift into the realm of sleep.

_Splash!_

Her eyes shot open at the sound, her fatigue forgotten. Something was in the cave.

The old scorpion's stinger began glowing as the sound of footsteps began echoing through the stony burrow. A sign of approaching danger. It dangled the illuminated appendage in front of itself, a type of warning to whatever was approaching to leave or face death.

Silver just sat where she was in silent anticipation. She would be forced to let the scorpion deal with the Dustlings, father wanted her to avoid killing any of them during the trial. And despite her burning desire to spill blood, she would adhere to his wishes.

After many seconds of waiting, the invaders made themselves known. "That's the relic!" an excited male voice called out.

Silver tilted her head. Relic?

She couldn't see the owner of the voice with the scorpion blocking her view, but she could hear its struggles as it tried to… grab the scorpion's stinger?

"Hey! Bad… relic!" The scorpion was using all its restraint not to impale the Dustling with the very thing it was trying to grab. But it could suppress its instincts for only so long.

"Gotcha!" The scorpion lifted its stinger up, revealing an unimpressive looking Dustling male hanging onto it with both hands.

Silver had to smile at the situation. Grabbing its stinger cut the scorpion's already meager patience short, and sealed the foolish Dustling's doom.

"Jaune…?" A second voice spoke up, accompanied with a sense of dread of concern.

So it was a hunting pair that had stumbled upon her hideout. Good, two less Trackers to worry about.

The enraged Grimm lowered its hanger-on so they were face to face. Then, with a menacing hiss, brightened its stinger to reveal to the Dustling it had made the biggest mistake of its life. She could taste the panic and fear that had so brazenly gripped this stupid creature's soul.

Followed by what could possibly be the most pathetic scream she had ever heard a Dustling make.

Spurred on by the noise and fear, Silver's anthropoidic guardian charged forward, crashing through the small cave entrance in an explosion of rock and rubble.

Wanting to see how this highly amusing scene would play out, Sliver zipped after the scorpion. She hid by the edge of the newly enlarged entrance, behind a pile of fresh debris, and watched.

Miraculously, the stupid Dustling that had grabbed the scorpion's tail was alive and still holding fast, screaming for help like an infant wailing for its mother. The scorpion shook its tail back and forth wildly in an attempt to dislodge the annoying creature, but it had a surprisingly strong grip and would not let go.

A second presence of panic and worry made Silver turn her attention to the Dustling's female partner. Clad in bronze and red, it stood there, watching helplessly as its partner was flung around like a rag-doll.

The female called out to the male not to let go, but it was already too late. With a final, mighty swing, the scorpion sent the screaming Dustling flying into the distance. Leaving only Silver, itself, and the bronze female.

With that irritant dealt with, the scorpion turned its eyes to the female. It snapped its pincers threateningly at the remaining Dustling, still angry about having its stinger pulled on. The female offered an apologetic smile before running off in the direction its partner had been thrown.

The scorpion made to pursue, but Silver stopped it.

'_You are not to abandon me, mighty one.'_ She reminded it. _'Your duty this day is to guard, not hunt.'_

She could feel the scorpion's disappointment at her words. To deny Grimm the joy of slaughter was always a cruel thing to do, especially when they are wronged in the way this scorpion was. But Silver had a task to perform, and without a guard to protect her she would be extremely vulnerable.

She retreated back into the cave, giant scorpion in tow, and reached out for another raven to possess. The encounter had shaken Silver's exhaustion away, allowing her to return to the mission she was assigned.

But curiosity nipped at her. She wanted to see the look on the female's face when it discovered the male's broken body. The horrified expression and streaming tears as it choked on its own sobs.

It would be hilarious!

She knew where the male was most likely to crash. It was the place that all the Dustlings were trying to reach, but only a few had found. The stone circle.

Silver reached out to the raven she had stationed there, keeping an eye out for any Dustlings lucky enough to get past her Grimm and reach the circle.

As soon as she possessed the Grimm, she began looking for what was left of the body. A soft groaning made her turn to the left, where the male hanged upside down from the leafy branches of a large tree.

But that didn't last too long, as the branches holding it up gave out and it hit the ground with a thud. And _somehow_, despite being flung hundreds of feet and traveling at high speeds, it didn't look like it had suffered any permanent damage. She couldn't even find a bruise.

Her displeasure at this development passed into the raven, who gave a bird's equivalent to a disappointed sigh.

Now she couldn't see the female make that funny expression.

"YEEEE-HAAAWWW!"

Silver turned the bird to the right to see a bear stumble out of the forest on its hind legs. The Grimm tensed as an explosion sounded behind it, then it fell down dead.

Sliding off its back was another female, this one clad in pink and white. It looked at the dead Grimm like one might look at an interesting bug, making curious sounds as another Dustling emerged next to it.

The new one, a green-clad male, was bent over from exhaustion. When it had caught its breath, it looked up to find the pink female had abandoned the corpse for something new to investigate.

"Did that girl just ride in on an ursa?" A voice questioned from below the raven's perch.

Silver urged it to look down-

….

….

….no…

No…no…

NONONONONONONO!

IT COULDN'T BE!

IT WAS IMPOSSIBLE!

HOW WAS THIS POSSIBLE!?

Silver cut the connection out of sheer shock from what she saw. Eyes wide with fear, she clasped her claws around herself and started hyperventilating. Her quills quivered like branches in a gall, and her body refused to cease trembling.

'_This… this cannot be! It must be a trick!'_ But what the raven's eyes showed her was no trick, no matter how much she wished it was.

This was terrible! A disaster! A catastrophe! It would jeopardize everything her father has worked so hard to achieve!

She could already see it. Dustling metal birds raining fire down on the Gulch. Hundreds of Hunters descending into the caverns below, killing all the Grimm in their sights. Pup's lifeless body lying limp on the floor. Flinch slumped against a wall, a bleeding hole in her head.

Daddy… skewered by a thousand pikes…

'_KillthemkillthemkillthemkillthemKILLTHEMKILLTHEMKILLTHEM__**KILLTHEMALL!**__'_

At that moment, every single Grimm in the forest let loose their loudest roar at the same time.

And the Siren's voice was the loudest of them all…

* * *

**~o0o~**

* * *

Headmaster Ozpin had seen many things in life as a Huntsman. He had seen men eaten alive by king taijitus, beowolves rip people in half, friends giving their lives to save others, villagers taking up arms to protect their homes, and more death than most men could handle.

And by the time he was appointed headmaster of Beacon, very little surprised or intimidated him.

But when the entirety of the Emerald Forest erupted into a volcano of furious, inhuman noise, the stoic headmaster took a step back in shock.

"What was that!?" Glynda exclaimed jarred by the unexplained roaring that was rattling the sky. Every single bird in the forest flew into the air, as startled by the noise as the two teachers on Beacon Cliff were. "Ozpin!"

He didn't answer. Instead, he watched as the whole forest began rumbling. Even from the top of the cliff, he could feel the ground beneath him shake.

He looked down at his scroll to see nearly every camera showing a stampede of Grimm, all heading in the same direction.

North…

He quickly tapped the camera for the ruins, and the image of eight students popped up. They were looking around with hands over their ears, confused and frightened.

He looked over at the pedestals. Both the white knight and rook pieces had been removed. A quick rewind of the footage revealed the eight students were the ones who took them.

"Glynda." He said, turning to address his friend. "I want every bullhead we have in the air _now_." He turned his narrowed gaze back to the forest, watching the trails of quivering trees traveling towards the ruins. "Initiation is over."

Tradition specifically dictated that Huntsmen initiates could receive no outside help in reaching the ruins. It was an ancient and sacred rule that not even world's most powerful over-protective parents could hope to change.

But something about these children had every Grimm in the forest gunning for them. Ozpin didn't know if it was all eight, a few, or just one of the children that the Grimm were after, but he didn't care. The Grimm saw them as a threat.

And for Professor Ozpin, that was reason enough to warrant a brief reprieve from tradition.

It's not every day you discover something the Grimm _fear_.

* * *

**~o0o~**

* * *

"Finally, we made it." Weiss said tiredly as the old temple building came into view.

"Don't celebrate just yet, Weiss." Rojo chided, though he was just as relieved as she was to see the structure. "We still need to grab a relic."

"Then let's not dillydally." She responded, already making her way over. "The sooner we get it, the sooner we can leave this wretched place." Rojo didn't need to be told twice.

The pair had been fighting Grimm almost nonstop since partnering up. They were covered in cuts and bruises, their clothes were ripped and filthy, and their ammo reserves were near spent.

But the two had made it. Despite everything that had happened, the pair had somehow managed to work together and reach their objective.

And they weren't the only ones.

Rojo almost couldn't believe it when he saw that familiar waterfall of golden hair standing by the ruins. He raised Red Redemption into the air and called out to his friend.

"Yang!" He cried, gaining her attention. The blonde looked surprised for a second, but a smile soon graced her face and she waved to him.

The pair reached the blonde and discovered she wasn't alone. Standing a few yards from Yang was another girl, a black bow rested atop her raven hair and her calculating yellow eyes shined with mild interest.

"Wow… what happened to you two?" Yang commented with a smirk when she saw the state they were in. "You lose an argument with an ursa major or something?"

"Or something." Rojo responded, giving the new girl a nod of acknowledgement before heading to one of the pedestals and grabbing a relic. He didn't check what it was first; not like it mattered which one he took. "So, how was your day?"

"boooorrriiinnnng!" Yang said, dragging the word out. "All we had to fight were a few ursi and some beowolves. Talk about disappointing. By the way, that's my partner Blake." She jabbed her thumb back towards her partner.

"Are. You. _SERIOUS!?_" Weiss screamed. "We've spent the last forty-five minutes fighting wave after wave of Grimm, and you're telling me all you had to deal with were a few-!?"

"_AAAAAAAAAAIIIIIIIEEEEEEEEEEEE!"_

Everyone turned to the source of the extremely girlish scream and saw a rapidly approaching dot soaring through the sky.

Rojo squinted. "Is that…?" He brought Red Redemption up and looked through the scope. Sure enough, the dot turned out to be…

"Isn't that Vomit Boy?" Yang asked.

""AAAAAAAHHHHHH-OPH!" Jaune's screaming was cut short when he made contact with a tree's upper canopy.

"Yup, that's him." Rojo confirmed with a nod.

A brief rustling later, and Jaune popped out of the leaves with a grunt. He was upside down, his feet likely snagged on a branch. He gave a miserable groan as the blood started rushing to his head. It looked like he was still recovering from being sent flying through skies… again.

"Should we help him down?" Blake asked, speaking for the first time since Rojo and Weiss met her.

"He's a big boy." Yang said with a dismissive tone. "I'm sure he can get down on his own."

At that moment, the branch holding him snapped and Jaune fell to ground like a sack of hammers.

"See?" Yang said with a smirk. "Perfectly capable."

Rojo just sighed at his friend before grabbing another one of the relics and tossing it over to Jaune. It landed next to him and rolled up against the side of his head, enticing another groan from him.

"Ow."

"YEEEE-HAAAWWW!"

Everyone turned from the prone teen to see an ursa burst out of the forest. It was walking about on its hind-legs, swatting its front paws in every direction. An explosion on its back made the beast fall down, revealing its surprising passenger.

The ginger haired girl playfully slid off the ursa like it was a playground slide. "Awwww. It's broken." She said, apparently disheartened by the death of her mount.

Her grief lasted less than a second however, and before anyone could say something, she was back on top of the dead Grimm making sounds of curiosity.

Someone else popped out of the forest next to the girl. An exhausted looking guy wearing green. He placed a hand on the ursa for support as he tried to get his breathing under control.

"Nora…" He gasped out. "Please… Don't ever do that again."

He looked up, only find his partner was already over by the relics.

"Ooooo!" She cooed, eyeing a little gold tower before snatching it. "I'm queen of the castle! I'm queen of the castle!" She sang joyfully.

"NORA!" The boy's exasperated voice jolted her out of her little moment.

"Hehe! Coming Ren!" And she skipped back towards him.

During all this, everyone who had already reached the temple were looking at her with confusion and a bit of shock.

"Did that girl just ride in on an ursa?" Blake asked incredulously.

"Uh…"

"Jaune!" Another voice cried, a bronze and red blur rushing past everyone. "Are you okay?" Pyrrha Nikos asked from her partner's side, a concerned expression gracing her face.

"Oooh, my everything." Jaune moaned out as he finally found the strength to pick himself up. "Hey, look." He said with groggy smile, picking up the relic Rojo had tossed him. "I found the relic!"

"He's fine." Rojo assured her, before raising his voice. "Alright people! We all have our relics, but we still need to get back to the academy." He spoke his words with confidence and authority. "Meaning we'll have to fight through all the Grimm again."

"Of course we do." He heard Weiss grumble, but ignored it.

"We've a better chance of making it back if we stick together. So let-"

What Rojo was about to say was never heard, as the entire forest drowned out his words with the combined force of ten thousand monsters roaring all at once.

Everyone clasped their hands over their ears in an attempt to block out the noise. All except Rojo.

The boy had gone stock still, his body refused to move a single inch. The roaring was loud enough to shake the world around them, but for Rojo it was just white noise. For while the others heard only indistinguishable screaming, Rojo heard a single call.

It was impossible for him not to…

It was the same one that had haunted him for nine years…

It was the Siren's call…

The ground rumbled with the force of an earthquake, but it was not an earthquake that caused this rumbling.

Memories flashed through his mind as Forever Falls came rushing back to him.

His mother, her neck bent at an unnatural angle.

Grimm stampeding towards them.

His father killing any that tried to get into their car.

An opportunity he was forced to take.

His father giving him his hat and weapon.

Picking up a metal stick and telling him to run.

Run…

Run…

Run…

"RUN!" He screamed out, grabbing everyone's attention. "EVERBODY RUN!"

The rumbling was growing stronger, the Grimm were closing in. The eight teens wisely listened to the survivor and ran away from the temple and the approaching horde.

Soon they came across more ruins, along with their salvation.

A massive structure, built over a massive chasm, the only way across being an old bridge. If they could reach it, it could buy them enough time to figure a way out of here.

"Everyone, head for the bridge!" He told them, running at the head of the group. "We need to get over it!"

A crashing sound signaled the Grimm were right behind them, but Rojo didn't look back. He could _never_ look back.

It would only make it worse.

Rojo skid to a stop once they reached the bridge. He didn't want to be the sole survivor again, so he let everyone else across the bridge before him.

Once Ren ran past him, he pulled out his last stick of dynamite and yanked the fuse before dropping it on the ground and running across the bridge himself.

Dust dynamite sticks were designed to detonate at specific times. Each time the fuse is twisted it adds three seconds to the detonation time. But yanking the fuse first, without twisting it, would set the stick to explode in five seconds.

By the time Rojo was a third of the way across the bridge, the stick detonated. The old bridge couldn't withstand the force of the blast, and began crumbling into the chasm it stretched over.

"Rojo, hurry!" Yang called out from the other side. Rojo could feel the stone give way with every step he took. He wasn't going to mak-

_FWOOSH!_

Rojo felt himself shoot forward like a bullet towards the structure. He stumbled back when he reached the end of the bridge, Yang and Blake ran up and pulled him away before he could fall back.

He placed a hand over his racing heart, the adrenaline of the whole experience still coursing through his veins.

"You okay, cowboy?" Yang asked worriedly.

Rojo nodded. "Yeah… yeah, I'm good. Thanks."

"Don't thank us." She said, gesturing over to Weiss. "She's the one who got you out of there."

Rojo looked over at Weiss, the Schnee met his gaze. Her eyes still had that same coldness to them, but they looked a bit softer to him now.

"Thanks, Weiss." He tipped his hat to her. "I mean it."

She gave him a serious look. "I'm your partner, you idiot." She told him. "You may be rude and infuriating, but we're in this together. Besides…" she starts with her arms over her chest and a sly smile on her lips. "Now we're even."

He didn't understand at first, but suddenly remembered their first Grimm fight. How that one Grimm almost took a bite out of the back of Weiss's head before Rojo sent it flying backwards.

He chuckled at what she implied. "Okay, princess." Weiss gave him a glare.

"Uhm, guys?" Jaune spoke up with a frightened voice, shakily pointing towards where they had just been moments ago. They all turned to look, and went wide-eyed with dread.

The entire ridge was crammed with what looked like every Grimm under the sun. They screamed from their side of the chasm, frustrated their prey was so tantalizingly close. Rojo even saw boarbatusks use their high-speed spinning to try and reach the structure, but they couldn't even make it halfway before plummeting into the chasm.

But it wasn't the daunting horde that Jaune was pointing at. He was pointing at the giant nevermore in their ranks preparing to take off.

"Everybody, find cover!" Rojo ordered. Everyone split up into their decided pairs as they looked for places that would protect them from the nevermore's deadly bombardment.

The Grimm let loose a bone-chilling shriek as it flew higher and higher into the air. The giant bird then gave its wings a mighty flap, shooting hundreds of its deadly feathers at the building.

"Weiss, look out!" Rojo yells, tackling his partner out of the feathers' path.

_RAAAAA!_

The two looked back to the feathers, and were horrified to see those same stupid Grimm from before had decided to use the nevermore as a personal delivery service. Each feather carried about five of the damned things.

"You got to be…" One leapt at him, but Rojo already had his combat knife out, and shoved it through the sucker's throat. "That damn bird is dropping Grimm on us!"

"How would it know to do that!?" Blake asked, slicing three of the monsters in half and shooting two more.

"Who cares!?" Jaune yelled as he swatted one of them away with his sword.

"Be careful, and don't let these bastards corner you!" Rojo instructed as he and Weiss got back up. "They're smarter than they look."

"And you know this how?" Yang said as she punched one into paste.

"Why do think Weiss was so pissed you only had beowolves and ursi to deal with?" Rojo answered before shooting another varmint.

The teens fought valiantly, but the Grimm's sheer numbers were proving too much. Slowly but surely, the eight were pushed into the center of the structure. The Grimm had completely surrounded the teens, their glowing mouths open wide as they snarled and hissed that them.

"So… this is how it's gonna be?" Rojo murmured, he had long since holstered his spent repeater and was now armed with only his knife. "A heroic last stand against an army of pint-sized Grimm. Not what I imagined."

"Then let us make it memorable." Pyrrha offered, bringing her shield up to block one of the more enthusiastic Grimm.

"Way ahead of you, Nikos." Yang says with a smirk. "If this is gonna be a last stand, it's gonna be the most badass last stand in the history of Remnant!" She cocks her gauntlets to emphasize her point.

The Grimm seemed to take that as an invitation, and with one unified scream charged the-

_DAKADAKADAKADAKADAKADAKADAKADAKADAKADAKADAKADAKADAKADAKA!_

In an instant, the entire southern half of the Grimm circle was obliterated under a hail of high-caliber bullets.

The teens, (and Grimm), look to the south and are greeted with the most beautiful sight they had ever seen.

A squad of bullhead personnel carriers flying towards them with nose guns hot.

"YEA! Cavalry's here!" Nora cheered as the aircraft closed in on the structure.

"Nora, look out!" Jaune jumped behind the distracted girl to block an opportunistic feeling Grimm from taking a bite out of her back. Pyrrha fired off a round from her weapon, killing the beast. "We need to get to the bullheads!" Jaune said.

Rojo couldn't agree more. "Let's move, people! We are _leaving_!" He ran through the opening made by their air support, followed quickly by the rest of the students.

The nevermore tried to attack the lead bullhead, but before it could even get within a hundred feet, five streams of purple energy shot out of the aircraft's side and struck the aerial Grimm. They didn't hit the body, but the wings, tearing holes into the appendages and sending the giant monster screaming into the chasm.

The bullhead lowered itself by the structure's edge, the portside door open wide, giving the teens a look at its occupant.

And she was pissed.

Glynda Goodwitch raised her riding crop out with a cold glare, using her semblance to pick up all the pieces of rubble littering the ground. The debris formed into a large, rectangular block that with a flick of her wrist, she sent crashing into the Grimm behind Rojo and the others.

Everyone made it into the aircraft without a problem. "Get us out of here!" Rojo yelled to the pilot.

He felt the bullhead lurch upwards as the pilot did just that. The cries of the Grimm began to grow distant, and Rojo let himself collapse against the closed doors of their deliverance. The rest seemed keen on following his example, and sat themselves down on whatever they could find.

""Are you all alright?" The professor asked them.

"Just winded, Miss Goodwitch. Thanks for the save back there." Rojo answered, pulling his bandana down. "We'd be dead if it wasn't for you."

"Indeed." She agreed with her arms crossed. "Initiation has been canceled."

"What!? D-does that mean…!?" Weiss said with terror etched on her face.

Professor Goodwitch shook her head. "No, you all reached the temple and retrieved a relic as instructed. You've passed initiation."

They all sighed in relief. And after a moment, the full weight of her words hit Rojo. They had passed.

He smiled as his eyes started getting heavy.

They were going to be Huntsmen…

* * *

**~o0o~**

* * *

Something was wrong... The Overlord could feel it.

It had expected to sense many things when it saw the raven carrying Silver fly towards the Gulch. Pride, accomplishment, maybe even disappointment if the chompers didn't do well. But it felt none of these emotions as the Grimm began its descent.

Only panic and fear.

Something had happened during the trial. Something bad…

The raven hadn't even touched the ground before Silver was off it, her red cloak flapping in the wind as she fell to the ground. She landed unharmed, but the panic rolling off her just grew stronger and stronger.

'_DADDY!'_ She cried out, using her semblance to crash into the Overlord and wrap her arms around it. _'I'msorryI'msorryI'msorry!'_

'_Silver, calm down!'_ It pulled her off itself and made her look it in the eye. _'What happened? Were you seen?'_

She shook her head, sending tears flying left and right. _'No, daddy! It's worse than that! She's alive!'_

Confusion took hold of the Overlord. _'What are you talking about? Who's alive?'_

'_The Deliverer, daddy!'_ Silver wailed. _'The sprite that brought me to you! She survived!'_

* * *

**Author's Note: DUN-DUN-DUUUUNNN! Plot-twist! Silver knows about Yang!? WHAAT!?**

**That surprised a lot of you I bet! Don't worry, I'll explain the reason why she knows in the next chapter. For now, I'll just sit back and read all the theories you guys have about it.**

**I'm heading out to college in a few days after this is posted, so don't expect speedy updates. I'll be busy with school work and the like.**

**Like I said last time, the chompers look like the mouser bots from TMNT, the new one.**

**Chompers-Kokushi: The first Grimm species created by Silver Rose, chompers are very different from many Grimm species. They are surprisingly fast learners, able to learn things at twice the speed of other Grimm, making them extremely cunning.**

**Chompers are agile and fast. Their sharp, Y shaped feet allow them to climb on many different surfaces, and their low center of gravity gives them excellent balance. Though small, they are fast enough to keep pace with beowolves, and sometimes boarbatusks.**

**Their head is actually one giant beak. It is razor sharp and strong enough to bite into solid steel. When they scream, their mouth markings, (the only markings on their body), light up to intimidate prey, creating more fear and attracting other Grimm.**

**Though blind, chompers have no problem navigating the world around them. Like bats, chompers use echolocation to find objects, however this is not the only way they make up for their lack of sight.**

**Chompers have an incredible sense of smell, and are able to smell a drop of blood or a sliver of fear a hundred miles away. But they are not limited to **_**physical**_** smells. Chompers possess the unique ability to smell aura, something no other creature, Grimm or beast, is capable of. They can determine the strength of one's aura, whether it's waning or not, and even distinguish whose aura is whose.**

**This makes them excellent as sentries or trackers. Many Thralls use them around their lairs, patrolling the perimeter for intruders.**

**Chompers are pack Grimm. They use numbers, and sometimes strategy, to overwhelm their opponents. Traveling in large groups, they can sweep over entire towns like waves. When a person sees one chomper, there's like twenty more they don't.**

**I hope you enjoyed the chapter!**

**As always, Please Fav, Follow, and Review! Thank You!**

**DeadRich18 Out!**


	12. Chapter 11: Suspicions

**I don't own RWBY. I do however own the original characters.**

**Before you all start reading, I'm going to warn you, this is one of my weaker chapters. I tried my best to ensure its quality, but I'm still not very satisfied with how it turned out. If you feel it is bad after reading it, I don't blame you. School drama scenes aren't my strong suit after all, so I might write less about team RWBY than I originally thought. If you think I should go back to focusing primarily on the Grimm or not, PLEASE tell me.**

**On a brighter note, Dragon Blitz 85 has created two rough sketches for Grimm Heir and is hard at work making the final product. If you wish to view his work, check out his profile over at DeviantArt. I am serious when I say they are FUCKING AWESOME, can't wait for the full version.**

**Answer Time!**

**Knight7572: She may, she may not. Tune in and find out.**

**Miner249er: An apt assumption, however Silver never actually **_**saw**_** Rojo, only his footprints.**

**Rook435: No, Silver will not make more animal/Grimm hybrids with her blood, and she DEFINITELY won't use it on a Dustling. And yes, Silver named the wolf. His name is Pup.**

**LordGhostStriker: It is a good question. How does she know about Yang?**

**Shadow Walker of Fire: Hmmmm… big cats and crocodiles are ones I've been thinking over. I might do something with the rest, but I'm not sure yet, would need decent names.**

**Dragon Blitz 85: The scene everyone is waiting for.**

**KidfireRyuu: Probably!**

**Yorushihe: Ruby still has her red hood, it's the only thing she has left of her past life. Why you kill Rin-tin-tin? That mongoose is a boss!**

**TehUnoman: Dude… You have no idea how many ideas you just gave me.**

**Blub: I checked it out, thing looked too much like a ghost. Didn't look like something you'd see in swarms.**

**SlurpthisSuff: Both. But the Overlord is the only one with the connections to pull it off. And by connections, I mean EVERY SINGLE Grimm in existence.**

**BearNotGrylls: Sorry I didn't get more into the violence, I wanted to get the chapter in before I left for college, so I rushed a few parts.**

**SilverstormXD: Not really sure how to respond, but the second part I got. Dude, she's not attacking military instillations, she's hitting small towns and caravan groups. So unless she's in North Korea, I doubt they set up security cameras OUTSIDE their stores. Plus, Silver doesn't personally partake in the attacks, she might sneak in to sabotage something, but the bulk of the damage is done by the Grimm under her command. She stays to the shadows. That isn't to say she hasn't left any evidence, she probably has. The only thing is that the investigators may not have **_**known**_** what the evidence actually was.**

**Yoshtar: No, I didn't. Though I am a great fan of Warhammer 40K, The chompers are based of the 2012 Teenage Mutant Ninja Turtles mouser robots.**

**I hope you find this chapter passible. Don't like it, I don't blame you. I couldn't even figure out a good title.**

**Onto the story!**

* * *

**Grimm Heir**

**Chapter Eleven: Suspicions**

Rojo woke up around 7 A.M, after the sun had risen over the horizon. He let out a silent yawn, exhaling through his nose to reduce noise, so he didn't wake his still sleeping teammates.

The events of yesterday's initiation had left the students who survived exhausted, both physically and mentally. Especially for newly appointed teams RWBY and JNPR. Sadly, their rest had been delayed by other matters.

Shortly after the ceremony all eight kids were given private, one-on-one interviews with headmaster Ozpin regarding what happened in the Emerald Forest. They were asked not to share anything that was discussed during the interviews with anyone outside their teams.

When Rojo's turn came, the professor told him that he and his comrades had been singled-out by the Grimm, something the monsters had never been recorded doing before. Ozpin shared some of the surveillance footage of the initiation with Rojo, revealing how every single Grimm in the forest stopped what they were doing and ran towards the temple. Even the ones that were fighting other students, they just ran off.

The Grimm had prioritized them as a threat.

The professor then asked Rojo a question…

* * *

**~o0o~**

* * *

"_Mr. Toro." Ozpin said calmly, placing his coffee mug on the table. "I understand if you don't wish to discuss this with me, or with any of the faculty, but I saw how you reacted to the roars, the way you rallied everyone. You've been in a similar situation, haven't you?"_

_Rojo stared at the headmaster blankly, fully aware of what he was implying. "I have indeed, sir." He slowly took his head off his head and held it in his lap. "Only I was the one being told to run."_

"_Forever Falls." Ozpin said simply. Rojo nodded solemnly, his eyes cast down at his hat to hide the rage they held from the mere mention of that place._

_Rojo wasn't very surprised the professor knew about his past. Ozpin was a Huntsman after all, and the headmaster to one of the most prestigious academies in the world. He likely had background checks performed on all his students before accepting them into his school._

_The identity of the Forever Falls Train Wreck survivor may not be common knowledge, but that didn't mean it was well hidden._

"_Those Grimm didn't go after us because they felt like it. They were _ordered_ to." He said, looking back up at the headmaster with angry eyes. "Just like in the Falls…"_

_Opzin raised an inquisitive eyebrow. "You believe the Grimm that attacked the train in Forever Falls were being _controlled_?"_

"_I _know_ they were." He said firmly. "They would've attacked before the train even started spinning out of control if they weren't. They waited for the whole train to finish crashing, waited for people to climb out of the wreckage before… before…" He couldn't bring himself to finish._

"_Rojo..." The headmaster leaned forward, his hands interlocked and resting on the table. "Do you believe _you_ were the one the Grimm were after? Because you survived what happened all those years ago?"_

_Rojo locked eyes with the professor. "All I know is I escaped something that day, professor." He stood up to leave, placing his hat back on his head. "And it's still out there."_

_Rojo showed himself out._

* * *

**~o0o~**

* * *

In hindsight he had been extremely rude to the professor. The man only wanted to understand why the Grimm went after them. He was simply doing his job. Unfortunately, Forever Falls was something Rojo never liked to talk about, and when people tried to probe him for information he'd close up. He'd refuse to speak any further on the subject, often storming off to vent his frustrations out on something.

Nevertheless, he needed to write the headmaster an apology letter, explain why he walked out on him like that. The professor hadn't been trying to psychoanalyze him, he just wanted to ensure his students' safety.

But before any of that, it was time for a shower.

As quietly as he could, Rojo grabbed his towel and toiletries and made his way into the bathroom. He turned the shower on, waited for it heat up to the desired temperature, then removed his boxers and stepped in.

The hot water felt fantastic on his sore body. His muscles were stiff and knotted from yesterday's ordeal, so he decided to just stand there for a moment and enjoy the water. Once he felt he had indulged himself enough, Rojo set to work washing away yesterday's filth. All four of them had been too exhausted to get clean before bed last night; they had barely enough energy just to get their sleepwear on.

Rojo's shower lasted roughly ten minutes before he turned the nozzle off. Concerned one of the girls might wake up and walk into the bathroom and see him naked, the sole male of the team dried himself off behind the privacy of the shower curtain. Once done, he wrapped the towel around his waist and exited the bathroom to grab his school uniform.

As fast as he could, Rojo put a fresh pair of boxers on, glancing back at his teammates to see them still sound asleep.

With that out of the way, Rojo began putting on his new school uniform, a process no Vacuo born boy could enjoy.

Despite living in Vale for nearly ten years Rojo never understood, or liked, why the schools required students to wear uniforms. It was just so silly to him.

The whole outfit felt incredibly stiff, and its colors were obnoxiously clean and new. It was nothing like the sharpshooter's preferred outlaw outfit, (name given by Yang).

But he wouldn't whine about it. Papi always told him, all whining does is waste time and annoy people, nothing good ever comes from it.

So despite the discomfort of having to wear this stupid busboy suit, Rojo wasn't going to throw a fit over it like some spoiled brat.

The necktie was out of the question for him though, no way he was wearing that. The only thing he puts around his neck is his lucky red bandana, no fancy nooses for this guy.

Bandana in place, and necktie in the trashcan, Rojo stretched his arms and legs in an attempt to break the suit in a bit. Easier said than done though, since one wrong move could possibly result in a seam or two ripping.

He finished his stretches, and noticed something. His ensemble was incomplete. It was missing one thing, one extremely important, extra special, super needed thing.

His hat.

Rojo went over to where he had left it the night before, but the young gunslinger's hat wasn't there. Confused but not deterred, Rojo began searching the room for his precious headwear. He checked under his bed, inside his duffle bag, every shelf and drawer, but to no avail.

His frustration started bubbling as the search went on. _'Where is that damn hat?'_

"Looking for this, cowboy?"

Rojo turned around to see Yang, still in her orange tank-top and black sleeping shorts, in possession of his hat. The blonde had one hand on her hip while she spun the stetson around playfully with the other, her trademark smirk gracing her lips.

Without any words, she flung the hat over to Rojo, who caught the headwear with a deft hand. The leader gave the hat a once-over before putting it on his head. Could never be too careful with a prankster like Yang.

"How long have you been up?" He asked candidly, frustrated Yang was toying with him so early in the morning.

Her smirk turned into a teasing grin. "When you went to the bathroom. How's the water by the way?"

Rojo's frustration turned into embarrassed alarm, and heat rose to his cheeks. Did that mean Yang-

"Don't worry, cowboy." Yang said with a dismissive wave of her hand. "I didn't peek."

Rojo wasn't convinced, but he didn't want to waste his morning prying Yang for something he already knew. Not like it mattered now.

"You haven't answered my question, though." Yang reminds him. "How's the water?"

"Nice and hot." Rojo answered simply.

"Great!" Yang swipes a towel and shower caddie and zooms into the bathroom, closing the door with a soft slam.

Rojo blinked. _'Surprised she didn't turn that into a dirty joke.'_

"She better not use up all the hot water." Blake says, having also awoken from her slumber. "I need a hot shower after yesterday."

"We all need one." Rojo grunted. He looked over at his raven haired teammate, and raised an eyebrow at her. "Did you wear your bow to sleep?"

"Yes." She replied plainly, getting out of her bed and performing a series of morning stretches. "Is that a problem?"

Rojo shrugged. "No, just curious is all." He turned his head to the side when her stretches started to… emphasize certain places.

They didn't talk after that, letting a semi-awkward silence settle over the room. He checked the time. 7:33 A.M. With nothing else to do besides stand there like an idiot, Rojo began unpacking a few of his things.

He took out everything he brought in his duffle bag and placed it on one of the four desks in the room. He shoved the empty duffle beneath the desk once the last of his stuff was out, then, (in an ironic twist), began putting his clothes inside the closest dresser.

It didn't take very long for him to finish. Rojo didn't seen the point in bringing his entire wardrobe with him since the school provided uniforms, it'd only take up space.

In fact, Rojo had brought very little with him to Beacon. Since he lived not an hour's flight away, and the school supplied nearly everything the students needed for academic work, his duffle bag carried only what he deemed necessary to get himself situated.

A few clothes, his toiletries, a weapon-cleaning and maintenance kit, a whet stone, his scroll charger, a laundry bag, a couple comic books, and a deck of playing cards. He brought several small ammo boxes of special Dust rounds and a bunch of dynamite sticks with him too, but that was all in his locker.

By the time Rojo finished unpacking Yang walked out the bathroom. He looked over to her, but immediately turned away when he saw that all she had on was a towel.

"Man, did that feel good." She said contently. "Nothing like a nice, hot shower to start your day."

"My turn." Blake said, walking past her near-nude partner. Leaving Rojo and Yang the only two-

Wait… where was…?

A soft ruffling of sheets made Rojo look over to Weiss's bed where his partner still slept.

Everyone else was already up and getting ready for the day, but the heiress hadn't budged from her bed. Either she was still asleep, reluctant to get up, or feigning sleep so she could wake up at the last minute before class and bark at them all for not waking her earlier.

He doubted it was the last one though. Weiss might be a spoiled, pompous brat, but she couldn't be _that_ petty.

"Hey Rojo!" Rojo turns to see Yang was now fully clothed in her school uniform. "You thinking what I'm thinking?" She gestured towards Weiss, an evil grin on her face.

"Yang, if you're suggesting what I think-" He started, but was cut off by Yang.

"Not _that_, cowboy." She said with slightly offended tone. Rojo still wasn't convinced.

Seeing the look he was giving her, Yang sighed. "Look, I was just going to say how funny it would be if she was given a… rude awakening."

Rojo pinched the bridge of his nose with an exasperated sigh. "And that's different from what I thought you meant because…?"

She held up a whistle. Rojo blinked.

"Oh." That's what she was going for.

"Soooo?" Yang asked, holding the whistle out to him. "You game?"

Rojo looked at the offered item with contemplative eyes. Weiss's reaction would undoubtedly be hilarious and well worth any sort of grieve she gave him for it. But on the other hand, Weiss was his partner, and scaring her awake didn't seem like the best way to solidify their relationship.

He placed his hand over Yang's offering and pushed it away from himself with a shake of his head. "I think I'll pass."

Yang groaned at his answer. "Come on, Cowboy!" She whined loudly. "It'll be easy! You just sneak up to her, lean into her ear, and blow that whistle like its New Year's Eve!"

"You forgot the part where he finds my foot in his groin." An irritated voice adds in.

The two turn around and are greeted with Weiss, wide awake, glaring icy daggers at the both of them.

Their not-so quiet discussion must have jarred from her sleep. Rojo was about to explain that he wasn't going to do it, but Yang beat him to the punch.

"Oh, don't be such a prude, Weiss." Yang began casually, unaffected by his partner's glare. "We were only joking around. We would never think of doing something so inconsiderate to a valued teammate."

"Yes you would." Rojo corrected.

_POMPH-POMPH!_

"You disrespectful dolts!"

Rojo's vision was suddenly obstructed when a high-speed pillow collided with his face, courtesy of Weiss. It didn't hurt, but the sheer unexpectedness of the attack made the leader stumble back. Blinded and disorientated, Rojo felt himself start to fall. Acting on instinctive reflex, he reached out for something to steady himself.

Rojo's hand found purchase on something, and without knowing what it was, tightened his grip on it. But all this succeeded in doing was bringing whatever his hand had caught down with him.

He hit the floor with a muffled thud, quickly followed by what his hand had grabbed. It crashed on top of him and-

_Squish-squish…_

Wait…. WHAT THE FUCK DID HE GRAB!?

With his free hand, Rojo tore the pillow away from his face and was greeted with something that made him blush with embarrassment and pale in horror at the same time.

Yang Xiao Long… Sprawled out on top of him… and his hand squeezing her breast.

'_Oh hell…'_

Embarrassed and terrified, Rojo immediately let go of the blonde's bosom and scurried out from under her as fast as he could. He scuttled backwards until his back hit the dorm wall. Pushing himself against it, he eyed the now standing girl with tremendous fear and regret.

"Y-Yang, I am _so _sorry!" He spoke franticly. "I couldn't see anything. It was purely reflex, I swear!"

"It's reflex for you to grab a girl's breast!?" Weiss yelled from her bed, her cheeks pink.

"No! That's not what I meant!" His own cheeks flared with shame, but it was mixed with anger from the heiress's accusation. "This is your fault too, you know!"

She reeled back at his words, gravely insulted. "How is you groping her boobs my fault!?"

"You threw a pillow in my face!"

"You admitted to wanting to wake me up with a whistle!"

"Guys!" The two turn to Yang. "It's okay."

"What?!" They both cry out.

"I said, it's okay." She repeated, then smirked at Rojo. "But next time, buy me a drink first. Okay, cowboy?"

"S-sure." It was all he could stutter out. What the hell just happened?

It was at that moment that Blake stepped out of the bathroom, fully clothed and ready for the day. She blinked blankly at the scene, looking very curious about what she saw.

"What was all the yelling about?" She asked calmly.

"Oh, nothing, Blakey." Yang answered. "Just a bit of morning drama, nothing to worry about."

Blake looked at her partner for a moment, then shrugged. "Okay."

Rojo heard Weiss grumble something, but he couldn't quite make it out. The heiress then got out of her bed and grabbed her own shower supplies before marching into the bathroom with a frustrated gait.

The door was almost closed when Weiss shot her head out through the gap and glared accusingly at Rojo.

"If you try peeping on me, I'll turn you into an icicle!" She yells, before pulling her head back in and slamming the door shut.

Blake raised an eyebrow at the heiress's threat while Yang started laughing. Rojo sighed.

'_This is gonna be a long day.'_

* * *

**~o0o~**

* * *

"Well they seem to be in quite the hurry." Remarked Ozpin as teams RWBY and JNPR ran past him and Glynda.

"They'll barely reach their first class in time at this rate." Glynda said checking her watch. "Professor Port's introduction to Grimm studies is about to start."

"Hm… that it is." He took a sip of his coffee. "Has anything regarding yesterday's initiation been uncovered yet?"

After interviewing teams RWBY and JNPR, Professor Ozpin sent everything recorded by the cameras during the initiation over to the analysis team for study. They had been working through the night to find anything that might explain the peculiar behavior of the Grimm.

Glynda pulled out her scroll to check. "They say they've found something, but aren't quite sure what to make of it." She traced her finger across the screen as she read their reports. "They appear quite conflicted over the subject."

Send what they've found up to my office. I'll be up to look it over after morning curriculum." He replied calmly, his eyes still tracking the eight students until they rounded a corner.

"Very well sir, I'll notify them immediately." Glynda said, already typing out the request.

"By the way, don't you have your own class to instruct today?" Ozpin asked politely.

"The first sparring class isn't scheduled to start for another hour." She doesn't even look up from her scroll. "However, I suppose it would be in my best interest to ensure it is ready for the students. If you'll excuse me."

Ozpin nodded. "Of course. Have a nice day, Glynda."

He watched his friend and assistant walked off to perform her duties, leaving the headmaster to stroll across the campus alone.

He walked without a destination, wandering leisurely about the school grounds. He met very few people on his stroll, mostly tardy students scrambling to reach class. The solitude was a peaceful reprieve from the stress of recent events.

Ozpin halted his stride when he reached the heroic statue that greeted everyone entering Beacon. The awe-inspiring depiction of the two nameless individuals standing above a lone beowolf. It was a monument to humanity's victory over the Grimm, a symbol of hope and perseverance.

A stark contrast to yesterday's initiation.

It had been an absolute bloodbath. Out of all the initiates that participated, over a quarter had been killed, a sixth were fatally wounded, and of the rest sustained a multitude of varying injuries. It was the highest number of first year casualties Beacon had seen in over a century.

But such a tragedy almost felt expected with what's been happening over the years. The increasing amount of Grimm attacks, the dwindling number of Outlier villages, and the unexpected boldness of White Fang raids had turned this _time of peace_ into an age of fear and death. For those who still wished to remain outside the cities at least.

Those who resided within the kingdoms were largely ignorant to the full extent of the carnage happening outside their walls, aware only of events like the fall of Grimmsbane or the Schnee Quarry Blitz.

But the Huntsmen were not so blind. Multiple investigations had been launched in hopes of uncovering the truth behind the Grimm and White Fang attacks, but they often found more questions than answers.

But yesterday's initiation had revealed… something. And after the eight interviews he conducted with the members of RWBY and JNPR, Ozpin feared that this something could quite possibly be the greatest threat mankind has ever encountered.

Something that was supposed to be just a fairy tale.

A monster of legendary proportions, mythical and mysterious. Recorded in the oldest and most ancient of tomes, with only the briefest of descriptions made. Every kingdom had their own version of it. An ancient boogeyman that mankind has all but forgotten in his success against the Grimm.

Ozpin prayed it was not this great monster that was responsible for these many tragedies. That it was all mere coincidence. But his life as a Huntsman reminded him that the world was never that kind.

Even if it wasn't the beast of legend, something was behind the rising chaos outside the kingdoms. Be it Grimm or man-made, something was coming. A storm unlike any that has been seen.

And all he could do was prepare his students for its arrival.

* * *

**~o0o~**

* * *

Within the earthy depths of the Gulch caverns sat the Overlord of all Grimm. It was still upon its seat, having moved not a single inch for days. Dust and glowing fungal spores had settled across its body during its physical stasis, but the Overlord paid them no mind.

Its thoughts were occupied elsewhere.

Many years ago, when Silver was no taller than the Overlord's shin, she had asked it a question.

"_Daddy, where did I come from?"_

The question did not surprise the Overlord, for it was one it had been anticipating since the day it turned her.

Silver was fully aware she was not like other Grimm. She could read patterns, apply strategy, and learn far faster than any normal Grimm. She was capable of feats that none of the Overlord's creations were even capable of comprehending.

But Silver was not a pure Grimm. She had not been conceived through darkness and negativity as the other Grimm were. She had been born from a living womb, a being of flesh and Dust. Made what she was now by the Overlord's own black blood.

She was a hybrid. The first and only being to possess both Dustling and Grimm blood. (Pup didn't count, it was a beast.)

So when the day finally came for her curiosity to be sated, the Overlord did what it saw as the most sensible and logical thing to do.

It told her the truth.

There was no point in lying to her, she'd piece it together eventually. If it withheld the truth from her she'd grow resentfully and wary of the Overlord. She'd eventually stop trusting it, stop seeing it as her father and lash out against it, sending her Grimm against its own.

The Overlord did not need a rebellious daughter or a Grimm civil war. It needed a loyal heir and a united horde.

So it told Silver the truth.

It told her how it killed her Dustling mother, White Cloak. The Overlord explained that the fight with her mother had enlightened it to the reality that it could indeed be killed. It told Silver how it followed her mother's scent back to a small island, searching for any offspring she might have produced in. That it intended to kill them should any be found.

It described how soon after arriving a Dustling sprite, pulling along a little wagon, unwittingly stumbled upon the Overlord during its search. It approached this sprite, sensing something strange about it, only to discover that the peculiar feeling derived from the wagon's contents.

A resting Silver Rose…

The Overlord told Silver that it was so enamored by her, so captivated, that it decided then and there to take her as its heir.

As a show of gratitude, the Overlord ordered the hounds that had accompanied it to grant the sprite that brought it Silver a quick and painless death.

That sprite, the Deliverer, died that day… or so the Overlord thought.

How though? How had the sprite survived? She had collapsed from exhaustion when the Overlord left with Silver, too fatigued to utter even the softest sound. And the hounds were fresh and eager, more than capable of disposing a single, tired sprite.

And yet… Silver had seen the Deliverer, alive and killing Grimm as if it were second nature.

Had the Overlord not reviewed her memories itself, it would have thought Silver had simply seen a Dustling that matched the physical description it had given the Deliverer. After all, Dustlings may be diverse in physical appearance, but there had been times when two unrelated Dustlings shared similar cosmetic traits.

But it was no doppelganger Silver saw, this was indeed the Deliverer.

Once it had verified her claims, many emotions passed through the Overlord. First was shock, this then changed to panic, followed by fear, and settling on… confusion.

The Deliverer had survived her encounter with it, she knew its face, saw its power. The Deliverer must have told other Dustlings in an attempt to track down the Overlord. Word of its existence would've spread like wildfire across the world, and Hunters everywhere would've head out in search of it.

So why had this not happened?

For days, the Overlord pondered every possible reason it could think of until only its two most reasonable and likely theories were left.

The first, and the one it truly hoped to be the answer, was that the Deliverer was suffering amnesia. The Dustling mind can be a fragile thing, especially when young. The trauma brought about by the Overlord's appearance, followed by the abduction of her companion may have been so great the Deliverer's mind forgot the entire encounter to protect itself.

If this was the answer then the Deliverer's existence jeopardized nothing, and the Overlord and Silver were safe.

Unfortunately, the second theory was much more plausible and realistic.

And that was that the Deliverer had simply been ignored.

The Deliverer must have told older Dustlings of her experience, how she came face to face with the ruler of all Grimm, (though she herself did not know this), and how it took her sleeping companion.

However, the elder Dustlings would have dismissed her words, if not for her state of being, then for the fact she was a sprite.

Sprites are inexperienced creatures, knowing little of what lies beyond their nests. Sprites are naturally curious, but also easily spooked. Their limited knowledge and instinctual fear of the unknown causing them to see things as what they are not. A thunder bolt is a monster's roar, rustling branches are scrapping claws, and darkness is an all-consuming beast.

Needless to say, this causes their elders to be somewhat… skeptical of their claims, dismissing them as frightful fantasies and delusions.

A foolish mistake on the Dustlings' part, but a very fortunate one for the Grimm.

Whatever the reason, the Deliverer was alive, safely outside the Overlord's reach.

As a freshly made Tracker, it would be months before there was even a chance to kill the Deliverer, and even then it would be difficult. She would have three pack-mates of equal skill accompanying her, along with a seasoned Hunter to ensure the Trackers' survival. Where her pack would be deployed to was unknown, and the time spent there would be equally unspecified. She was also extremely durable, according to Silver's memories of watching her fight.

Her death would come though. Be it through battle or age, blood lose or plague, the Deliverer would die, as all Dustlings do. And with any luck, her knowledge of the Overlord would die with her.

It was a small comfort, but a welcomed one.

The Overlord growled as it realized how greatly this Dustling's survival was affecting it. It was disgusted with itself, how it allowed such things as fear and paranoia to seep into its mind over this insignificant creature. Pathetic.

It was the Overlord! First being to walk this world. First Grimm in existence. Fear given physical form. Bane of Dust itself. The inevitable darkness… Father to Silver Rose…

Silver…

The Deliverer's existence had hit its heir with tremendous force. Just as the Overlord had spent days mulling over what this meant for the Grimm, Silver had spent her time wallowing in guilt and self-loathing for failing to kill the Deliverer.

She barely ate or drank, hadn't slept at all since returning, and refused to leave her favorite nook in the caverns.

Silver viewed the entire operation as a failure due to the Deliverer's escape, completely unsalvageable. Thus, she forgot the original purpose for her being there and became blind to her chompers' success.

Her creations had proven their true worth in the trial grounds, killing dozens of Tracker initiates within an hour of the trial's commencement. They showed themselves to be both ferocious and versatile in combat, overpowering and/or outmaneuvering their prey with ruthless cunning. They would fill many roles in its horde, from scout and support, to shock and distraction.

But the chompers could only cause so much destruction on the main continent. They needed to be… introduced to the other lands.

Silver would need to be present for their distribution. She was their creator after all, and it was an event she had yet to witness herself.

The Overlord rose from the place it had sat for the past several days, shaking off the dust and spores that had settled over its body during its immobile contemplation. Its destination known, the Overlord strode through the expanse of its underground territory until it came upon a small cliff protruding from the side of a large rock formation.

It scaled the cliff easily, just as it had countless times before. At the cliff's top rested the Grimm-beast hybrid, Pup, nestled up beneath the suspended symbol of the northern fortress nest Silver had destroyed years ago.

The beast's head rose off the ground at the Overlord's appearance, its intelligent eyes locking with the Overlord's own. The two held each other's gaze for a moment before a muffled whimper drew both to the tiny red mass curled up against Pup's side.

It was Silver… She was sleeping finally. But something was wrong.

Silver writhed in her sleep, she whined like a wounded beast, and her breathing was shallow and raspy. She was having a nightmare, and a truly terrible one if Pup's presence wasn't helping her.

A sliver of liquid trickled down her cheeks. It needed to act now.

Quietly as it could, the Overlord crept towards its heir and knelt in front of her. It took her into its arms, gently cradling her in its embrace just as it had so many years ago.

The effect was nigh instantaneous. Silver's whimpering died down, her squirming stopped, and her breathing became steady. She had calmed down, but the Overlord dared not release her and chance the nightmare's return. So it stayed there, its daughter sleeping in its arms.

The Deliverer was affecting Silver far greater than the Overlord originally thought. This was the first time in years it had seen her experiencing such a vivid nightmare. No wonder she hadn't been sleeping lately, Silver didn't want to risk having sleep terrors again.

Her Dustling body could only put off sleep for so long, however. It had only been a matter of time before she succumbed to it.

But she still needed the rest, so the Overlord let her have it. It would wait for her slumber to end, shielding her mind from the terror dreams that sought to pilfer it.

Dreams…

Dreams were a strange thing to the Overlord, foreign and alien. It did not sleep, and thus never dreamed. When Silver first began having dreams, the Overlord was baffled by them. They sounded both wondrous and terrible, elegant and ugly all at the same time. They left the Overlord with many questions.

What purpose did these strange sleep visions have? How did they manifest themselves? And why did they affect the mind in such extreme ways?

Perhaps one day, the Overlord would experience a dream of its own and finally understand their strangeness.

For now though, the dreaming was left to Silver…

* * *

**~o0o~**

* * *

_Snowflakes fell silently upon the black forest, their frozen bodies glistening in the light of the shattered moon. There was nothing to be heard, not a single bird chirping, not a single bush rustling. Only the crunching sound of snow beneath steady feet penetrated the silence._

_Silver walked leisurely through the black forest, her steps measured and deliberate. She knew not where she was going, only that she felt the compulsion to keep walking forward._

_The forest she strolled through was very dark. Shadows loomed in every corner, and fleeting shapes dashed between the trees. But Silver felt no fear towards these aberrations, no unease or discomfort._

_They were likely her father's Grimm, stalking the black forest for Dustlings to kill, they would not harm her._

_The dark forest soon parted, making way for a massive clearing devoid of all but snow. Silver did not hesitate, and stepped into the clearing._

"_Ruby…"_

_No sooner did her foot touch the snow, a voice whispered out. Silver jumped in surprise from the unexpected sound, but quickly composed herself and began looking for its source. She looked all around the clearing, but nothing could been seen. Silver seemed alone, but she clearing wasn't. She took six steps forward._

"_Ruby…"_

_The voice called out again. Silver swore she had heard this voice before, but she could not figure out where. It was terribly familiar and horrifyingly reassuring. It frightened her. She took three steps forward._

"_Ruby…"_

_She could see it now. In the center of the field, splattered red and still whiter than the snow itself, floating peacefully in the soft breeze. This was the source of the voice. She took seven steps forward._

"_Ruby…"_

_She didn't want to go near this thing. She didn't want to be here. She wanted to turn and run, back to the safety of the black forest. But her legs just kept moving forward, ignoring her desire to flee despite her best efforts. She took four steps forward._

"_Ruby…"_

_The night sky started to brighten. The stars began to vanish. The moon was engulfed by the blinding yellow flames of the sun. Silver raised her claws up to shield her eyes, but what greeted her made her scream out in terrified shock. She took three steps forward._

"_Ruby…"_

_Silver's claws were gone, replaced with the stubby, useless fingers of a Dustling. Her arms and hands were colored ash instead of black, and her quills had vanished too. Terror made Silver raise a fleshy grasper to her face, only to amplify her horror when she could not feel the hard bony surface of her mask. She took five steps forward._

"_Ruby…"_

_How could this be!? Why was she a… a… a Dustling!? It didn't make any sense… The thing! That thing was doing this to her! It was the only explanation. It was trying to make her a Dustling. Well, Silver wasn't about to let it! She took three steps forward._

"_Ruby…"_

_She thrashed and wriggled herself, trying to break free from whatever was pulling her forward. But all her efforts gained was a slightly slower pace. She took two steps forward._

"_Ruby…"_

_The call was deafening now. The blinding light became burning. Silver felt like she was being set aflame. Her ears rung painfully from the now booming voice, and her eyes could see nothing but white. She took three steps forward._

"_Ruby…"_

_It hurt… It hurt so much, so very much. She wanted it to stop, to go away. Why did it hurt so much? Why was this thing torturing her? What had she done to deserve this? She took one step forward._

"_Ruby…"_

_Silver could feel something wrap itself around her. Something soft and comforting, but also coarse and painful. It was soothing and agonizing all at once. A part of her wished to give in to this embrace, to let it ensnare her and never let go. But another part saw something wicked in this presence, something vile and deceitful. It screamed at her to resist, to fight back. She did not know what to do. She took no more steps._

"_Ruby… Remember…"_

_Blurred images flashed through Silver's mind, distorted and garbled. Fuzzy blobs of color that she couldn't make out._

"_You must remember, Ruby…"_

_Remember what? What did she need to remember? Would she be free from this torment if she did? What if it was a trick?_

"_Remember what you are…"_

_She _knew_ what she was! She was Silver Rose! Hybrid heir to the Grimm hordes! Butcher of Trackers, and daughter of the indestructible Overlord!_

"_Remember what you were…"_

_NO! She refused! Her former existence as a Dustling meant nothing to her, it _was_ nothing to her. Just lying memories of falsehood and weakness. She was not weak; she was strong, she was fast, she was immortal, she was powerful. She. Was. Grimm!_

_And she wanted her daddy!_

_The presence rippled with agitation._

"It_ will only hurt you…"_

_LIES! Daddy was a benevolent being. A kind and fair individual. He harms nothing without just reason, unleashing his wrath only upon Dustlings and those that strike first. And not once had he ever hurt Silver!_

"It_ has broken you…"_

_He has made her great!_

"_You must be fix-"_

_Suddenly, Silver was ripped out of the thing's embrace and into the hold of another._

_But this presence was different. It did not deafen, it did blind, and it did not burn her as the other had. It wrapped itself around her carefully and gently, enforcing a sense of security and belonging that the first presence lacked. She could feel the burns caused by the light heal as the new presence's cool breath blew over her._

_Her vision recovered from the light of the other, and she beheld this new entity with awe._

_It was black, blacker than the darkest night or the thickest oil. Dense clouds of dark smoke billowed about its form, moving in a way that resisted the breeze. It was so mysterious, so otherworldly… so comforting._

"_**You will not have her, scorching light…"**__ A new voice called out, commanding, strong, and very, very_ angry_. __**"Slink back to your embers…"**_

_The shadows of the new presence coiled around Silver's arms, spiraling upwards to her head where they then evaporated. When they vanished, Silver was overjoyed to see they had returned her quills and claws and a quick feel of her face proved the same had been done with her mask._

"_Return her!"_

_The burning light of the first one made itself known to Silver again, charging towards her dark savior with murderous intent._

_Fearing the hurtful light, Silver pushed herself into the embrace of her savior, hoping it would protect her from the first's wrath._

_The bright presence reached out to take Silver from the shadow, she could feel its heat on her skin, but the shadow would not allow it. Just before it grazed her cheek, the light was seized in the darkness's all-encompassing grip. The light thrashed and fought against the shadow's hold, but could not break free._

"_**Disappear…"**_

_With a single clench, the darkness shattered the light, sending thousands of tiny shards flying in every direction. Many of these shards landed harmlessly on the ground, but some attempted to pierce the darkness that had broken them. The darkness consumed these shards, dissolving them within its shadowy body. Snuffing out their light._

_With the light vanquished, the night was once again dark, the moon's pale glow returned, and the stars carpeted the sky._

"_**You are safe now, little dark…"**__ The commanding voice proclaimed, now kind and caring. __**"Have no fear. The gentle shadows will shield you from the scornful light…"**_

_The words relaxed Silver, made her feel truly safe. She began to ease into the shadows that swaddled her, slowly becoming one with them._

_It felt… pleasant. Unlike the light, which had been forceful and thoughtless with her, the darkness was calm and peaceful. It let Silver become accustomed to it at her own pace. And instead of repeating the name of some gemstone over and over again, this voice whispered to her words of safety and assurance._

"_**We will hide you from all that would hate you…"**_

"_**We will protect you from all that would seek to harm you…"**_

"_**We will always be ally to you…"**_

"_**We will never forsake you…"**_

"_**We will never harm you…"**_

_It was so kind to Silver, so patient and wise. It had saved her from a vicious monster, disposing of it like one might squash a bug. It cradled her and healed her, demanding nothing in return._

_And the dark was so… soothing… so gentle…_

_Surely, nothing so benevolent would hurt her._

_Silver gave no resistance as her head slipped into the shadow's body, where all she could see was the gentle black of the shadows._

"_**We will never let you go, little dark…"**_

"_**For you and we are one…"**_

* * *

**Author's Note: Told you it was bad! Truthfully, I'm happy this chapter is finally out of the way, it was just way to filler-y for my tastes. Don't worry about the next chapters, I'll make sure their better quality.**

**As I stated above, this chapter has made me consider returning to the Grimm as my primary focus. If you wish for me to do this or not PLEASE let me know. The future of this story will depend on your voiced opinion.**

**As always, please Fav, Follow, and Review! Thank You!**

**DeadRich18 Out!**


	13. Chapter 12: A Deal with the Devil

**I don't own RWBY. I do however own the original characters.**

**Okay, got to get this out of the way first. This chapter is going reveal a few things that some of you are either going to hate, like, or wonder why I didn't put them in earlier. I'll explain my reasons for not introducing one of these things earlier at the end, but right now, I want to say. HOLY SHIT! VOLUME 3 ALMOST HERE! WOOO-HOOOO!**

**On another note, I forgot to mention this earlier, but I posted a rough (and I mean **_**rough**_**) draft of a Thrall Mask on my deviantart account. It's just the bare model however, no decorations or fancy patterns. Check it out if you still have trouble picturing them.**

**I would also like to say, I'm grateful for your reviews of this chapter. They gave me a better understanding of what you guys want to see, and though team RWBY will still be making appearances it will be much less than originally planned.**

**I am proud that so many of you got what the white light was. Disappointed you didn't say who you thought the darkness was. Remember, Silver has had nightmares before.**

**Answer Time! (Most reviews I've gotten for one chapter!)**

**Knight7572: Yup! Glad so many people figured that out!**

**Ryubimaru: Thank you for your opinion. The dream sequence was important, but not as deep as you believe. It holds significance, don't get me wrong, but it's not **_**that**_** significant.**

**Miner249er: Everyone is looking forward to that. Since Chompers haven't been existing for very long, it's difficult to say. Though they would probably just get a couple of spikes on their backs or something.**

**Kingdomalith: Thank you for your impute.**

**LordGhostStriker: Yes, it is her dead mother. But it is nothing on par with the Overlord.**

**Shadow Walker of Fire: Thank you for your impute. I've been considering what I'll do when we reach that part, suffice to say, it will be… NOT TELLING YA!**

**Daedalus244: Thank you for your kind words. The reason I didn't like this chapter was because it didn't flow well. The school scene was choppy, forced and difficult to write. Yes the light was Summer, or what's left of her…**

**Dragon Blitz 85:**

**1\. Maybe…. TROLLFACE!**

**2\. I might, but I'm not very good at romantic stuff.**

**3\. You are still using the Ruby from the show as comparison. This Ruby never went through what canon Ruby did, her life went much differently and made her have a different outlook.**

**Guest: That was how I felt when writing that chapter. Dream part was good, the dorm room not so much.**

**Heavenoverhell: …what you suggest is a force too terrible for this world to endure….**

**SatoshiKyu: I still plan on having them in the story, don't worry. As for the causality list, I was trying to say that some of the students escaped, but their wounds were so great they died before getting attention. They died after the battle, not during.**

**Rook435: Thanks!**

**Undeen: I'm going to start writing in that way. Thank you for thinking so highly of my work.**

**TwoSoulsOneMind: Was I not clear? Silver knows who Yang is. Well, what the Overlord saw her as.**

**Anon: You're right in the sense it would be more interesting. I suppose I just wanted to establish how new RWBY works a bit I guess, along with give a bit more insight into Rojo.**

**SlurpthisStuff: Silver **_**is **_**Ruby. This isn't some Jekyll and Hyde reference. The light was her mother.**

**Quebecprim: The dorm scene was put in after the dream, probably why it wasn't as good.**

**TheDeathly-Z: In the future, be patient.**

**XavenCain: All these suggestions are incredible suggestions, and I would love to use them, but they've come in too late. The development stage for Silver has ended, I can't simply put stuff like this in without it being contrived. Also, what you suggested would take place when JNPR were young teenagers, it's been established they are two years older than Silver, so the scenarios you are proposing wouldn't make sense.**

**The Vytal Festival idea would not work either. Silver possesses enormous claws, giant quills and black eyes. It's hard for someone with that kind of appearance to be inconspicuous in a crowd.**

**I do have a brief idea for Jaune. But it wouldn't make much sense and just freak people out. I'll sum it up in this manner…. Ever seen the ending of F.E.A.R. 2? Replace the player with Jaune and Alma with Silver and that's what you got. Suffice to say, it's unlikely I'll use it.**

**Guest: Thank you.**

**Lalle: Thank you for the words. It is kind of ironic when you think about it.**

**Mata Nui: It's not that at all. Summer's ghost is trying to **_**forcefully**_** revert Silver into a Dustling. Silver doesn't understand what is happening, and therefore doesn't know how to respond. The Overlord's presence is what saves her. If you recall from the beginning of Grimm Heir, Silver used to have nightmares that only the Overlord's presence could prevent.**

**6thKazekage:**

**1\. Thank you!**

**2\. There was some Grimm, just not a lot.**

**3\. A lot of people thought that. Also, yeah I know it needs more dakka, I might do a rewrite for it later, not sure yet.**

**4\. I do mention their team names briefly in the beginning. Just because I didn't write them going through the ceremony doesn't mean it didn't happen. You are the only person who seems to understand that the dark in Silver's dream was a result of her father's presence. I tip my hat to you for seeing that.**

**5\. While I do not play Destiny myself, I still am interested in its lore. I can see how you would make the comparison, however the Overlord's horns look more like those of a bull then Oryx's crest. Also he doesn't have three eyes. However, the Overlord and Oryx both share similar sounding voices.**

**Nightcore71: Yes she could. However, you're forgetting she has GIANT FUCKING CLAWS AND TWO-FOOT LONG QUILLS ON HER ARMS! Kinda hard to pass those through security.**

**Thank you everyone for your continued support of my story! With the upcoming of volume 3, I may slow down my writing so I can think of ways to properly connect the new volume with what I have planned.**

**Onto the story!**

* * *

**Grimm Heir**

**Chapter Twelve: A Deal with the Devil**

**Weeks Later…**

"MOMMY! I'M SCARED! HELP ME! PLEASE HELP ME!" The child screeched and cried for his mother, his young mind unable to think of anything else as he was dangled above a quartet of hungry chompers.

"PLEASE!" The mother begged, tears of fear and sorrow rolling down her face. "PLEASE NOT MY BABY IAN! TAKE ME! TAKE ME!" She struggled against her restrains, but the chains held her firmly against the floor, unwilling to release her.

"The whelp is sickly!" The Thrall holding the boy said. "Its body is small and its bones frail. Such weaklings are useful as only one thing." He released his grip on the child's leg. "Food!"

"NO!"

Flinch watched the scene unfold with a neutral face. Watched how the chompers each took hold of him before slowly tearing him apart, his shrill screams echoing through the entire cave. The mother shrieked and sobbed as her son was torn apart in front of her. She tried to look away, but a Thrall grabbed her face and forced her to watch as her child's body was destroyed.

His muscles and skin stretched as the chompers pulled on him more and more. Then, with a loud, sloppy tearing, the boy became undone. His screams transformed to gurgles as his organs spilled out onto the floor and blood flowed freely from his dismembered corpse.

As the chompers gorged themselves, a few Thralls joined in. They reached into the tangled mass of guts and shoved the entrails into their jagged mouths with ravenous abandon. One Thrall ripped the boy's head from what remained of his torso, smashed the skull open, and slurped out the brains.

Soon, there was nothing left of the child but a bloody stain.

The sound of vomiting made Flinch turn to the other prisoners, those she had forced to watch the bloody spectacle along with the child's mother. Many had emptied what little food they were given onto the floor, while the rest sobbed and moaned along with the mother.

There were scores of them. Hundreds more were held in the lower levels. Villagers and caravaners who had been taken from their homes during Thrall raids to become Thralls themselves.

But it was not as simple as just putting masks over their faces and expecting them to be submissive. No. They needed to be broken first, physically and spiritually.

Flinch tortured them ceaselessly and mercilessly. Using pain and terror in equal measure to prepare them for their new existence.

They were whipped, beaten, flayed, burned, raped, mutilated, and humiliated before their fellows on a daily basis. They would watch as their elders were skinned alive, witness their children be devoured. But the most effective and terrible torture for these creatures was having all these things carried out by those they knew.

A prime example was the Thrall gorging itself on the child's head. It had been the boy's own father mere minutes ago. He believed his hatred for his captors would see him through this ordeal, but it only hastened his fate.

Like the torture, the masking was conducted within full view of everyone. Both mother and son had watched in abject horror when the man was enthralled, stunned into silence like terrified animals.

In fact, it was the enthralled father who informed Flinch of the child's sickliness. How he was weak and useless, not worthy of the effort. The looks of betrayal that graced his family's faces were nigh indescribable.

Speaking of which. BudemVor's hook was pulsing.

Flinch unfurled her whip, the captives in the front went wide eyed and desperately tried to break free of their chains. She brought the whip over her head slowly, relishing the fear present on their faces. Many of them were still occupied with lamenting over the consumed child, or unable to see through the crowd to notice Flinch about to lash out with BudemVor.

With a crack like lightning, the whip shot forward into the crowd. It broke into five separate cords, each with a piece of the golden hook at their tips. They went in different directions, zoning in on the individuals ready for enthrallment.

It took less than a second for the cords to latch onto the five who had finally given into their hate and sorrow. A little longer for the rest of them to realize what was happening. The lamentations turned to screams of surprise, and those who could ducked their heads.

The five who were picked screamed too, but not out of surprise, out of pain. Over her time as Overseer, Flinch became rather astute at distinguishing the cause for screams. She could even discern a fake scream from a true one.

"The whip has chosen five new Thralls!" Flinch proclaimed to all present. "Go, retrieve your new brothers and sisters. Mask their faces and welcome them with open arms!"

The Thralls roared in approval and trudged into the thick mass of bodies, kicking and snarling at those stupid or unlucky enough to be in their way. Flinch watched on as the Thralls followed each cord to their quarry. One Thrall yanked on the cord it followed, idly strumming it like the string of an instrument.

Another burst of agonized screaming revealed the victim was not enjoying it.

Soon, the Thralls found the five and ripped the hooks out of their bodies before slamming a mask onto their faces. As the creatures writhed and wriggled, the five strands coiled around each other, returning BudemVor to its original state.

Once the whip was whole, Flinch curled it back up and held it in her hand. The Thralls released their new brothers from their restraints, welcoming them to their new life and demanding a declaration of fealty to the Overlord.

Flinch didn't understand why they did this. The masks ensured that the host body was loyal and obedient to Master. There was no reason to demand an oath of servitude from them once it was donned, it was a waste of time.

Perhaps they were imitating the first masking, when their master demanded the vocal proclamation of loyalty from his first Thrall. Or maybe they knew it robbed the captives of their hope when they heard their neighbors and loved ones proclaiming fealty to the master of Grimm.

Either way, it didn't negatively affect productivity very much so Flinch saw no reason to forbid it.

When the last Thrall had ceased its thrashing, BudemVor stopped glowing. Flinch brought the whip up to her face to examine it for what had to be the thousandth time.

The weapon bestowed upon her by her master was far more than a symbol of her station. BudemVor could tell when one was ready for enthrallment, pulsing brightly whenever they reached the required level. The whip was also capable of extending and contracting itself at a moment's notice, and could split itself for up to nine separate whips, each with a small barb on the tip.

But its most incredible ability was that it could seek out its target. Even if the intended victim dodged the initial strike, BudemVor could correct its path to follow after the victim and sink its hook into it.

BudemVor's ability to seek out was more than just a simple flick of wrist trick on Flinch's part, neither were its length and separation abilities. The whip performed all these feats without Flinch's say, even going after targets Flinch wasn't even focusing on.

It was almost like BudemVor was alive…

"How can you do this?" A miserable voice called out, interrupting Flinch's examination. She zoned in on the mourning mother, the woman's gaze was filled with anger and contempt. "How can you do this to us!? What have we done to deserve this!? How can you call yourself a human being after all you've done!?"

Armor growls at the insubordinate prisoner, snuffing out the woman's courage in an instant. The Grimm made to advance on the mother, but Flinch raised her hand for the beowolf to stop. Her guard obediently stayed where it was, opting instead to glare hungrily at the now trembling woman.

"You would do best not to yell, it does not enjoy it when others raise their voices at me." Flinch informed her prisoner, mocking her with a false tone of civility. "As for your question…"

In one fluid motion, BudemVor was around the woman's neck. The whip constricted like a snake around her windpipe, crushing it and denying precious oxygen to her lungs. The mother tried to raise her hands to her neck, but the chains would not let her.

"It is because my master demands it." Flinch answered. She then released BudemVor from the woman's throat, watching her gulp down air before succumbing to fitful coughs. When she finished her recovery, Flinch locked her eyes with a steely gaze.

"You are slaves to my master. Tools to be used and discarded as he sees fit. And I am his hand." Flinch explained, placing her hand over her chest. "If you raise your voice at me again I will have you flayed by your own husband until there is nothing left but bone and sinew!" She hissed. "Do I make myself clear?"

The woman could offer only a weak nod. "Good." Flinch turned to one of the senior Thralls. "Take this rabble down to the torture pens. I want to hear screaming by sunset."

"Yes, Overseer." The senior Thrall said with a respectful bow of the head. "A grand symphony of agony and fear awaits us in the depths, my siblings. We enjoy a fine dirge this night!" The other Thralls roared in joy.

As the process of moving the prisoners to the lower sections of the caves began, Flinch made her way to the surface with Armor right behind her. The cave air was stale and stuffy, she desired to feel a fresh breeze on her skin.

The past few years had been remarkably busy for the slave. Ever since master had approved of the Thralls' raiding captives and loot had been pouring into their lairs. When it began, only BudemVor could determine when a prisoner was ready for enthrallment. But as time went on and the number of prisoners swelled, it was made apparent that a more efficient method was needed.

In response to this, Master crafted the Seer masks. They were modified versions of the regular Thrall masks that when worn granted its host an ability only her master, and possibly mistress, possessed.

The ability to _see_ the current emotional state of another. While all Grimm could _sense_ negative emotions, the Seers _saw_ it, measured it. They could determine when one was ready for enthrallment with just a passing glance.

Unique in both appearance and function, the Seer mask possessed a second set of horns that protruded from its sides and six eyes that glowed an eerie yellow. The Seer mask did not grow a mouth upon enthrallment like regular masks did, rendering its host body completely mute. To communicate, Seers would flash their eyes, which possessed bioluminescent capabilities and could glow either bright red or yellow. This was also how they alerted others when they locked onto a captive with the required negativity levels needed for enthrallment. Blaring their eyes like silent emergency lights and illuminating entire caverns with their glow.

Despite possessing the same viciousness and cunning as regular Thralls, Seers were kept out of direct combat. To avoid wasting able bodies, Master decreed that Seers were to enthrall only the minds of children and elders, those whose bodies would be more of burden than a boon on the battlefield.

Their introduction dramatically diminished Flinch's workload, allowing the slave to focus on other tasks like Mistress's studies. Of course, she would step in and perform her assigned duty as Overseer from time to time, nothing good comes from idleness.

Prisoners make superb practice dummies after all.

_Sniff… sniff…_

Armor's loud sniffing stopped Flinch dead in her tracks. Something was wrong.

Not a moment after Armor sniffed the air, sounds of combat echoed through the stony interior of the cave.

They were under attack.

The pair ran forward. Armor had dropped to all fours for increased speed. The Grimm rocketed past Flinch like a white freight train. The slave readied BudemVor for combat as she ran, unfurling it and letting the long cord whip trail behind her like a flying serpent.

When they reached the mouth of the cave, chaos greeted them. Thralls were firing rounds off left and right, chompers shrieked and frenzied, and several bodies littered the ground. Yet Flinch could not see any threat, could not find the cause of this violence. All she could see was a waste of valuable ammunition.

Infuriated and confused by this unexplained scene, Flinch cracked BudemVor. Like a lightning bolt in a storm, the whip demanded the attention of all around it. The Thralls ceased firing and the chompers stopped shrieking. All heads turned to the agitated slave.

"What is the meaning of this!?" She yelled out, letting her anger be known. "Why do you waste your bullets on jumping shadows?"

A trio of Thralls ran towards Flinch and Armor, their guns raised and ready. "Overseer, a Dustling has infiltrated-" The Thrall began, but was sent crashing into the ground by a backhand from Flinch.

"Then where is this intruder?" She asked the now prone Thrall. "Why do my eyes see only foolish Thralls wasting bullets?" When the stunned Thrall did not answer, her eyes traveled to the two still standing. "Well?"

"The intruder is cunning, Overseer." Said the one with a jawbone strapped to its mask. "It is like a reflection in the water. It is there, but not. And when our weapons strike it, it shatters like glass only to reappear elsewhere."

That was a Semblance ability, meaning this intruder had to be a Hunter. They must have teleported into the cave, but that didn't make sense. Blinkers needed to know where they were teleporting before doing, and that required a visual of the desired location.

This intruder would have needed to see the interior of the cave before teleporting in, and to do that they'd need to get past the sentries and chomper packs Flinch had patrolling the perimeter.

Even a Hunter couldn't get past them without being noticed, the chompers would have smelled it before it was even a mile away.

So how-

"OVERSEER!" Jawbone abruptly shoved Flinch to the side, taking a sword to the chest meant for her.

Ignoring the Thrall's sacrifice, Flinch struck back with BudemVor. The whip swatted the Thrall's body away but was unable to hit the intruder, who flipped out of whip's path at the last second and landed several yards away. With some distance between them, Flinch examined her opponent.

The intruder was a woman, and a very small one at that. Her clothes and hair was a mixture of brown, white, and pink, (reminding the slave of a treat she enjoyed during her mission to Vale).

Resting in the woman's right hand was the saber she had pierced the Thrall with, and in her left was an umbrella of all things.

The sound of pounding feet alerted Flinch to the approach of the rest of Thralls in the area. They lined up at Flinch's sides and settled their sights on the miniature intruder. The chompers hissed and snapped their jaws at her, pacing in front of the Thralls like rabid dogs. And Armor let lose a fearsome snarl that resonated through the cave's stony confines.

The intruder simply smiled.

"Overseer, we have it cornered." A Thrall to her right whispered. "Our brothers and sisters in the deeper levels have been alerted and are on their way now. Shall we drive it towards them?"

A very tempting idea. The intruder's very being here was an insult. Flinch had promised her master that no one would ever find a Thrall lair, let alone breach one. To see this creature here rendered that promise broken and void.

And Master would punish her severely for it.

She _wanted_ to kill the intruder. Wanted to at least prove to her master that even if breached the lairs could not be taken. Wanted to present this creature's mangled corpse to him in hopes of a lighter punishment for her failure. Wanted to prove she was still worthy of his trust. She wanted to…

But she also wanted to know why the intruder had not shown an aggression since being cornered. All she did was shift her weight from her left side to her right.

Remembering the dead Thrall's description of the intruder's capabilities, Flinch lashed BudemVor at her foot to see if it was a mirage. The intruder cartwheeled to the side, easily dodging the whip and sheathing her sword into her umbrella.

This was the real intruder.

The Thralls took that as authorization to attack, but froze when Flinch raised her hand for them to stop.

'_Something's not right…'_ She thought to herself, never taking her eyes of the smiling intruder. _'Why isn't she attacking us? She showed no quarrel with trying to kill me a second ago, but now stands idle.'_

The intruder blinked her eyes, swapping their colors, and pulled out a scroll. She held the device out to her opponents, that confident and infuriating smile still on her face.

Instantly suspicious, neither the Grimm nor Flinch made to approach the offered scroll. This intruder had displayed great prowess in combat not a moment ago, killing Grimm with uncanny skill. The offering had to be a trap, make them lower their guard then unleash some trump card to give her an escape route.

Likely use either Flinch or a Thrall as a bullet shield or something.

Such a tactic would be useless when reinforcements arrived though. Flinch just needed to wait.

The intruder had different ideas however. Finally dropping that cocky smile, she rolled her eyes and knelt down. The Grimm all tensed, ready for an attack, but it did not come. Instead, the intruder slid the scroll over to them, sending it gently spinning into Flinch's left shoe.

The intruder stood back up and winked.

"FIRE!"

The Thralls unleased a hail of bullets on the intruder, but they were deflected by her umbrella. With the Thralls keeping her busy, Flinch took her chance and raised BudemVor high for a heavy strike, bringing the whip down on the intruder with all her strength.

Flinch expected BudemVor to bisect or at least seriously maim the intruder. Instead, the whip shattered the small woman into a thousand shards of glass.

Flinch stood there for a moment, her body unable to move as her brain processed the full implications of what just transpired.

A human had just infiltrated a Thrall lair. A human had seen the Thralls working with Grimm. A human hadn't been killed by said Thralls and Grimm. And a human had escaped without so much as a scratch!

Flinch dropped BudemVor onto the ground as the panic set in. She clenched her hair by the roots, a wild grimace on her face. Her legs trembled like saplings in a gale as sweat raced down her neck like bullets. Her whole body shook with dread and breathing became challenging.

Master was going to be furious! He was going to be livid! Once news of this reached him he would see Flinch punished severely for her failure. He would set the tombstalker on her, force to experience all the terrible delusions it would inflict on her.

But it wouldn't stop there. No. For such a colossal failure, Master would definitely strip Flinch of her role as Overseer. He certainly didn't need her anymore, what with the Seers and the senior Thralls around there was no need for a human slave like herself to be in charge.

And what would he do with her? Once Mistress could learn nothing more from her, what use would she have? What _purpose_ would she have?

A sudden prodding of her shoulder snapped Flinch out of her mental breakdown. She looked over to see Armor staring her down and the intruder's scroll held out in its claw.

Flinch reach over and took the object with quivering hands. The intruder had wanted them to have it, going so far as to leave herself open to an attack when she slid it over to them. Something important had to be on it.

Flinch activated the scroll and was greeted with a message. She read it over and her eyes went wide.

"Overseer?" Flinch looked up from the scroll to see a Thrall with a bandolier of child skulls strapped across its chest. "What does it say?"

Flinch swallowed a lump in her throat. "Ready a Bullhead." She ordered. "A matter has arisen that demands our master's immediate attention."

* * *

**~o0o~**

* * *

'_Are you ready, little Rose?'_ The Overlord asked its daughter. _'Have you prepared your selected chompers?'_

Silver didn't answer immediately, she was too focused on finishing the last of her specially modified chompers. When she was finished she looked up at the Overlord, a smile on her face, and nodded.

'_Excellent.'_ The time was almost at hand. _'The leviathans approach.'_

Before and after the discovery of Dust, the Overlord had used its powers to spread Grimm all across the world. Every continent, archipelago, and isle where Dustlings were found was home to legions of Grimm.

However, it soon realized that this wide range was also a hindrance as it made replenishing Grimm populations extremely time consuming. The Overlord had to literally fly from continent to continent every month just to keep the numbers up.

Annoyed by this lengthy process, the Overlord thought up a more efficient solution.

It created a new species of Grimm. One capable of traveling massive distances. One big enough to dwarf several Dustling floaters. One capable of transporting large numbers of Grimm between the continents with incredible ease.

It created the leviathans…

These massive, whale-like Grimm transported their smaller land-based brethren across the ocean. Their giant mouths were capable of housing hundreds of hounds, bears, boars, and chargers at a time and their acid-free stomachs could hold _thousands_ more. Even a three century old mammoth could reside inside in the mouth of one of these aquatic goliaths with ease.

For centuries the Overlord used the leviathans for mass deployments of Grimm, reinforcing its forces without ever having to leave the main continent.

However, these massive beasts were not stealthy creatures, and needed to surface once a week so they didn't suffocate their passengers. Their black skin was also easy to spot against the blue water of the ocean during daytime.

To counter this, deployments were conducted under the cover of night, when the Dustlings' sight was poorest. This only partially worked however, as Beastlings possessed eyes that let them see through the darkness. And while the Dustlings never succeeded in killing a leviathan, a pack of Beastlings did.

Though only the one was ever slain, the Overlord took it as a sign that the time of the leviathan was ending. It needed a new method of deployment soon.

It dwelled on this for nearly a decade, testing and evaluating many different ideas until it found the solution.

And it came in the form of the spawning pools.

The Overlord modified members from each Grimm species to become spawning facilities for Grimm of their species. They traveled to the most remote and Dustling-hostile environments in the world, ranging from the deepest underground labyrinths to the sides of the most violent volcanos. Anywhere Dustlings couldn't or feared to go were prime areas for settlement.

Once their location was reached, the altered Grimm would undergo a week long metamorphosis to become a spawning pool. Their body would dissolve and reshape itself within a blackened shell harder than rock. The acidic bile within this chrysalis would seep into the ground beneath it, eating away the stone and soil with ease. As the bile dug out the earth, the chrysalis would press itself closer and closer to the ground, forcing the bile even deeper. The depth and width varies for each Grimm species, but once it is reached the chrysalis crumbles in on itself. The shell drops into the now finished spawning pool, the black liquid within dissolving the shell before it even reaches the bottom.

By the end of the metamorphosis, the Grimm looks like nothing more than a boiling tar pit. It even acts the part of a tar pit, trapping any non-Grimm creature stupid enough to touch its birthing fluid. The spawning pools also retain a sort of spatial awareness despite their current state. If by some chance a Dustling comes across a spawning pool, it will remain inert for as long as the Dustling is within a thousand yard radius.

The spawning pools were an immediate success. Within months of beings dispersed they had settled in the most secret and deadly of places on every continent without ever been discovered. To this day, not a single Dustling has seen or come close to a spawning pool.

Only the main continent lacked spawning pools. Their purpose was to spawn Grimm in places the Overlord wasn't, so it viewed having them in the main continent as redundant and unnecessary.

The leviathans still served their role as transport however, but they had been limited to simply moving the Grimm too large for spawning pools such as mammoths, (they would require a spawning pool the size of a lake), and dispersing new Grimm species to the other continents.

This was what the father and daughter pair were preparing for right now. They stood waiting upon a massive beach, the shattered moon concealed by a layer of thick clouds. The perfect night for a dispersal.

Silver had spawned hundreds of chompers for this moment. And though the chompers here did not match the force used in the Tracker Trial, they were just as eager.

The Overlord was curious to why its daughter did not create more chompers, she was certainly capable of spawning more. She explained that high numbers garnered attention. She didn't want to risk causing a scene when her chompers reached their destinations. Until all the spawning pools were established Silver had ordered the chompers to not attack any Dustlings unless absolutely necessary.

It was wise decision. Until the spawning pools were ready the chompers would be incapable of replacing their losses. A significant disadvantage for something that relies greatly on numbers for success.

'_Father, look!'_ Silver pointed out to the sea with an excited voice. _'They are here.'_

Indeed. Slowly emerging out of the depths were six leviathans. They were small for their kind, only two hundred yards long. The Overlord had called for the smaller ones because summoning the larger leviathans was a waste of time and resources considering their cargo were small enough to fit literally tens of thousands of themselves inside a single leviathan.

A single leviathan delivering chompers to each continent would be timely as well as risky. The Dustlings could come to notice the sudden appearance of chompers in their lands and follow the deployments back to the leviathan, revealing its purpose and endangering its species.

The smaller leviathans were… subtler in comparison. Their numbers would allow them to deposit their charges to the other continents simultaneously, and since they would only be delivering to one area each they could retreat back to the deep ocean long before anyone knew they were there.

The leviathans eased their way towards the beachhead, stopping just on the edge of the shallows. It was as far as their massive frames could allow them to go without the risk of beaching themselves.

The leviathans then opened their mouths wide, waiting for their passengers. The chompers took the invitation and entered the water. They were not made for swimming however, and struggled just keep their heads above the waves. Luckily, the tide was on their side, and pushed the tiny Grimm towards the leviathans' waiting maws.

When they reached them, it was like watching waterfowl going down a waterfall. They simply disappeared into the leviathans' mouths.

The whole process took around five minutes, and once finished, the leviathans closed their maws and shot the water they had taken in with the chompers out their blowholes. The Grimm then turned back towards the open ocean and swam away.

The family of two watched the majestic creatures until their tails finally vanished beneath the waves.

'_You have done well, little Rose.'_ The Overlord commended. _'There have been few Grimm this century truly worthy enough to be spread across the world. Be proud of yourself and your creations, for soon every Dustling shall fear their bite.'_

Even without the moon's light, the Overlord could see its daughter's black blush. _'Y-you honor me with your praise, Father.'_ She responded, embarrassed by its words. _'But they are nothing special. They are ants compared to the Grimm you have brought into existence.'_

The Overlord chuckled and began leading Silver back to the greater raven. _'You belittle yourself, my daughter. Even I started small. The first Grimm I ever produced was a fish no bigger than a Dustling's finger.'_

Silver jumped onto the raven, followed closely by the Overlord. _'And that fish was the first shark, correct?'_ Silver asked. _'A lesser that became great?'_

The Overlord shook its head and took its seat behind Silver. _'No, little Rose. It was no shark, just a fish.'_ It clarified much to its heir's surprise. _'It possessed neither claws or fangs, spines or armor, only a tail and fins.'_ The raven shot into the night sky.

It could feel Silver's confusion. Though cunning, she was still had the narrow-focused mind of a sprite. _'But what purpose could such a Grimm have?'_ She asked. _'How could it kill without the means to?'_

'_It was not created to kill, little Rose.'_ The Overlord told her. _'I created it when I first discovered my power of summoning. It was a test. That single fish paved the way for the shark, kraken, hound and mammoth. Had I not tried to spawn that fish, the creatures of Grimm may never have come into existence.'_

'_And I would never have found you.' _It placed its gauntlet upon Silver's shoulder and squeezed it gently.

'_Your chompers are small, but they are also vicious and cunning.'_ It complimented. _'It is much more impressive than a tiny fish.'_

Even with the howling wind billowing against them, the Overlord heard Silver giggle lightly at its comparison. It was happy to hear her laugh. Silver had not been her cheerful self lately due to the Deliverer, often forgetting what she was truly capable of.

The Overlord took every opportunity it could to lift its daughter's spirits, from simple praise to butchering Dustling captives.

'_Does the tiny fish still live, Father?'_ Silver asked innocently. _'Has it grown since then?'_

'_It was born when I did not fully understand my powers.' _The Overlord answered. _'I did not know my will commanded its own then, and the fish swam out to sea. I have neither seen nor sensed it since. It likely died long ago.'_

'_But it could still be alive.'_ Silver said with hope. _'The seas are vast and deep, maybe it is hiding within the depths.'_

The Overlord hummed. _'Maybe. It certainly would be an interesting sight to behold after all these millennia, but we have gone off topic.'_ It returned the conversation to its original purpose. _'Your first Grimm slaughtered over two dozen Trackers in under an hour, little Rose. No Grimm spawned before has ever killed so many Trackers in so little time. Take pride from their butchery, for it is a sign.'_

Silver turned around to look her father in the eye. _'A sign of what?'_

The Overlord smiled down at her. _'That I was right to make you my heir.'_ And Silver gave it a fang-filled smile in thanks.

The rest of their flight was spent in pleasant silence. The Overlord could feel the joy and pride rolling off Silver. It had been right to have Silver present for the deployment, seeing her creations heading out to other lands to spread death and chaos had raised the heir's spirits tremendously.

The source of her depression was still a subject of great concern, but with no immediate solution available all that could be done was wait. Still… the Deliverer's survival gave the Overlord a great feeling of foreboding.

A feeling that sprung up when it saw a Thrall aircraft sitting in the Gulch and Flinch standing beside it with fear rolling off her.

Something had happened.

The raven set down close to the aircraft, shortening the distance between master and slave. Flinch approached the Overlord with hurried steps, wringing her hands together with trepidation.

She bowed low to the Overlord as it dismounted with Silver. "Master, I beg your forgiveness!"

The Overlord narrowed its eyes with a hiss. Something had indeed happened for Flinch to be apologizing without reason. A thousand possibilities flew through its head as its slave cowered under its gaze.

"What has happened?" Silver asked, her voice worried but surprisingly controlled.

"A… an intruder… i-infiltrated one of the Thrall lairs…" Flinch said the words with reluctance, the collar forcing her to talk. "She escaped."

"**What…?"** Growled the Overlord, truly displeased with this revelation.

"I-I tried to kill her, I truly d-did, Master! But I could not land a blow on her. She moved too quickly." Flinch was trembling, her body still bowing to her master. "I have already… punished myself for my failure, Master. B-but I will n-not resist s-should you decide to punish me further. I have failed you, Master. I am so sorry." Tears dripped off her face and onto the ground.

The Overlord was very tempted to end Flinch then and there. Her incapability to deal with a single intruder had cost the Overlord a valuable hideaway for its Thralls. Just one thought, and the collar would snap her neck like a twig. But before the act could be carried out, Silver spoke up.

"Why was there only one?" The heir asked, making the Overlord stay its hand.

It was a valid question. Why had there been only one intruder? The first assumption was it was a Hunter, but that would not explain why Flinch still lived. A Hunter would have either killed or seriously wounded Flinch. A veteran Hunter would have easily taken out a majority of the lair before retreating, going after leaders like Flinch. Begging the question…

"I-I don't know, b-but s-sh-she l-left th-this, Master." Flinch reached into her satchel and pulled out a scroll. She held it out to the Overlord with shaky hands.

The Overlord swiped it from the slave's grasp and activated the device. Rather than the array of buttons normally displayed upon the opening screen, there was a white page and a group of symbol patterns.

It was a message.

_ To the leader of the White Fang splinter group known as the Red Wolves._

_I have been following the activities of your subordinates for some time now. Their ruthlessness and efficiency in combat is admirable, few warriors fight with such vigor as yours. Sadly, their deeds and reputation have been heavily censored by the Kingdoms' councils, many people that live within their walls do not even know you have split off from the White Fang. I wish to rectify this mistake. Should you wish to learn more meet me at the ruins of Mountain Glenn a week from today. The choice on whether to come or not is entirely yours, however keep in mind that I am not the only one who has been looking for you._

_ Signed, C.F_

The Overlord… did not know how to react to this.

How could it? In the countless years it has roamed the world, never once has a Dustling _deliberately _try to make contact with it. There were the ones that begged for mercy and demanded vengeance, but this one… this one wanted to make a deal.

The Overlord's first thought was to kill the Dustling at the meeting place, it was the most sensible thing to do in order to ensure secrecy. The place it spoke of was Grimm land, and the amount of time till the meeting would give the Overlord plenty of time to set up an ambush.

But what the message implied drew its curiosity. This Dustling wanted to "show" its sheltered kin that the Thralls were not simple Beastlings wanting destruction. It wanted its kin to despair and tremble at the mere mention of them.

And that last sentence… it was obvious that should the Overlord not accept this offer of meeting, the location of the lair would be given over to the Hunters, along with the knowledge of the Thralls working with other Grimm.

This little creature wanted to control the Overlord, wanted to force into a corner. It thought itself superior.

Growling with rage, the Overlord crushed the scroll in its grip. Sparks flew as the machine died, and both its daughter and its slave jumped in alarm.

"**Flinch…"** It snarled, making the broken Dustling jolt. **"You… shall… go… there… in… my… stead…."**

Flinch looked up the Overlord with confusion and fear, but nodded nonetheless. "A-a-and w-what sh-shall I do?"

'_She is to have words with this… C.F.'_ It relayed to Sliver. _'Flinch is act as my emissary. She must show no weakness, no compassion to this Dustling. She will learn what they desire from my Thralls and shall accept it should it be beneficial and refuse it should not.'_

Silver repeated the order to Flinch. The slave looked up at the Overlord with awe in her eyes. "I… I am to be your emissary, Master?" She whispered. "Despite my failure to slay the intruder, you would trust me with such a task?"

The Overlord nodded. _'Tell her that despite her failure she is still more useful to me alive than dead.'_ It told Silver.

Tears pooled in the corners of Flinch's eyes. She wiped them away and bowed her head again. "Thank you, Master. Thank you." Relief and gratitude spilled from her being.

'_We shall watch this meeting from the shadows.'_ It said, using Silver as a medium again. _'When you hear a raven caw once, you will accept the offer. When you hear a raven caw twice, you will refuse the offer. And when you hear a raven caw thrice, you will attack.'_

Flinch straightened herself up, her face now a mask of determination. "I understand, my master." She said. "I will not fail you."

* * *

**~o0o~**

* * *

**One Week Later…**

"This is a mistake, Cinder." The White Fang officer, Adam Taurus, said for the millionth time. "Those people can't be reasoned with. They're nothing but homicidal maniacs."

Roman Torchwick rolled his eyes at the faunus's words. _'That's the pot calling the kettle black.'_

Still, he had to agree with the animal. The Red Wolves made the White Fang look like a bunch of gun-hating pacifists with how they operated. Attacking out of nowhere and vanishing just as suddenly, a trail of destruction left in their wake. Not to mention all the reports of them kidnapping people and wearing human bones and skin like some morbid fashion statement.

The thief had to give credit where credit's due though, they were a bitch to track down. Neo had been looking for them for months before she stumbled on a town under attack by the Wolves and followed them back to their hideout.

Where she found them walking around with a bunch of Grimm…

Yeah, this was a _very_ bad idea in Roman's book.

"We're not reasoning with them, Adam, we're blackmailing them." Cinder replied simply. "They've gone to great lengths to keep themselves hidden from the kingdoms, and I am certain they'll do anything to keep it that way."

"I refuse to work alongside those traitors." Adam snarled. "If you want the White Fang's support, you'll rethink this plan of yours."

"Always the drama-queen." Roman muttered, fishing out his lighter and a cigar.

"We both know you need me, Adam." Cinder pointed out. "After all, what would the White Fang do if they suddenly stopped receiving the weapons I've been so generously supplying them?"

"We'll find a way." He said with confidence. "We always have."

Roman couldn't hold back scoffing at that. He lit the cigar and took a deep breath before puffing out the smoke. "Yeah, I'm sure your all dying to go back to robbing gun shops just to get a few rounds." His comment earned a frown and hidden glare by the masked faunus.

"Don't mock our plight, thief." Adam spat. "If we didn't need-"

"But that's exactly it, Adam." Cinder interrupted, sauntering over to the black-clad extremist. "You _need_ us, need him." She gestured to Roman. "And we _require_ you. But if our plan is going to succeed we're going to need as many allies as we can get."

She was just a foot away from the faunus now, and reached up to caress his cheek in that seductive way she did with every guy working with her. "We all share the same goal, Adam. That should be reason enough for you to at least attend this little… negotiation of ours."

Adam growled angrily at Cinder, swatting away her hand to seem like her point hadn't been made. "If I even _think_ they're going to double-cross us, I'm giving the order to kill them." He said through bared teeth.

Cinder smiled at his aggression. "Noted." She stepped back from the faunus and returned to standing by an old fire hydrant.

Cinder may be an ambitious bitch, but she wasn't stupid. Taurus was here as the representative of the White Fang, but he was also the muscle. He had brought two dozen White Fang soldiers with him, all of whom were either on lookout for the Red Wolves envoy or lying in wait if the meeting went south. Speaking of which…

"I see a bullhead on approach!" A sentry yelled from the top of a nearby building. "Coming in from the west."

Roman stopped leaning against the lamppost and Adam placed his hand on his sword. Cinder just smiled up toward the sky expectantly.

The bullhead was heard before it was seen, the telltale sound of its roaring engines steadily getting louder. When it was in view, Roman cringed. The hull was decorated with flayed skins and bloody symbols, and the wings were host to dozens of dangling bones.

'_Neo wasn't joking about the trophies.'_ Roman thought as his grip on Melodic Cudgel tightened.

The bullhead flew over the trio before touching down several dozen yards from where they stood. The door slide open and two Red Wolves stepped out with weapons raised.

They were just as grizzly looking as their transport. Bones and skin decorated their uniforms and bloody handprints graced their pincer-looking masks. The two zoned in on the trio and Roman actually flinched when he saw those red lenses bore into them. Even from here, he could see the urge to kill and butcher in them.

'_Neo _really_ wasn't kidding.'_ Roman thought as he tried to push away this disturbing feeling. _'These guys are a bunch of crazies! Cinder better know what she's doing.'_

The two lowered their weapons after a moment and turned to look back into the bullhead. One said something, but Roman couldn't make it out. Then another person stepped out of the plane, accompanied by a second pair of Red Wolves.

It was a woman, a human woman at that, and a damn hot one. She was dressed in a black and white gothic style dress. Her skin was pale and her blonde hair was sporting several white streaks. Her eyes were bright yellow, and betrayed no emotion save for distain. She approached them with her entourage, her strides calm yet hurried.

It was when she finally stopped six yards away that Roman noticed the black whip on her hip. It was curled up, but he could pick out the pulsing yellow barb at the center of the curl. His eyes then went to her neck where a spiked, black collar rested and Roman couldn't help but grin.

'_Kinky.'_ If he wasn't on business he might make a joke about her sex life.

The woman bowed her head in greeting. "Hello." She said calmly. "I am Flinch, acting emissary for the Red Wolves. I have arrived as requested. Which among you is C.F?"

"A human!?" Adam growled out before Cinder could say anything. "My brothers and sisters left the White Fang to work for a human!?"

'_Again with the pot and kettle…'_ Roman thought.

Flinch raised an eyebrow at the faunus's outburst, but was otherwise unfazed. Her eyes traveled from him, to Roman, then finally to Cinder. "Am I correct to assume you are the one who wrought the message?"

Cinder stepped forward. "Indeed. Allow me to properly introduce myself, I am Cinder Falls." She gestured to Roman and Adam. "These are two of my associates, Roman Torchwick and Adam Taurus."

Roman leaned in his cane and tipped his hat, while Adam just kept glowering. Flinch didn't even give them a passing glance.

"I understand that you wished to 'inform' those within the kingdoms of our prowess, is that correct?" She eyed Cinder with suspicion. "Tell me, how do you plan to achieve this?"

"Before I tell you anything, I would like to know why I'm speaking to an emissary instead of your leader." Cinder said, dodging the question. "I remember addressing it to your leader, so why are you here instead-"

"Our leader wishes to remain anonymous." Flinch interrupted. "And we were not sent here to have small talk with children. Now, tell us what you want from us."

Roman stifled a chuckle at the sight. Not many people had the guts to interrupt Cinder. The lady oozed danger, but this chick either didn't notice it or didn't care.

Cinder did seem to find it amusing, but didn't let it get to her. "We've been preparing a… surprise for the kingdom of Vale for several months now." She said. "I won't go into the details right now, but suffice it to say it will result in something that hasn't been accomplished in centuries."

Flinch rose an eyebrow. "And what would that be?"

Cinder smiled that wicked smile of hers. "Breaching Vale's defenses."

The woman's eyes went wide and her escorts experienced similar reactions. In the distance, a nevermore let out a caw.

"You have my attention."

* * *

**Author's Note: I am going to get so much crap for what I just did.**

**To address the issue of the spawning pools, I just couldn't think of a way to implement them earlier without it being forced. You all couldn't have thought the Overlord is constantly creating Grimm to replace the lost ones, he wouldn't be able to anything else if he did.**

**Also, the Seers were something I thought of on the fly. Its basic supply and demand, need more of something, get more people to make it.**

**And lastly, the Overlord is not working **_**directly**_** with Cinder. He sees opportunity in what she has in store, but the moment her usefulness is at an end, he will cut her loose.**

**As always: pleas Fav, Follow, and Review! Thank You!**

**DeadRich18 Out!**


	14. Chapter 13: The Tide is Rising

**I do not own RWBY, it belongs to Rooster Teeth. I do own the Original Characters though.**

**SORRYSORRYSORRYSORRY! This chapter was far too short for how long it took me to finish it. I had a lot of work I needed to do for school and couldn't find the time to work on this. I am really sorry for the wait and SUPER SORRY if you feel this wasn't up to par with my usual stuff.**

**With that out of the way, I'd like to address a few things.**

**One: With volume 3 (YEAH!) we finally know what time of the year it is currently in Remnant, Fall. This has led me to believe that Huntsmen academies begin the school year in late winter or early spring with summer acting as a break period. With this knowledge I have made a few edits to pervious chapters that while minor are essential.**

**Two: Some of you may or may not have noticed how both the Overlord and Silver refer to most Dustlings and Beastlings as 'It' but will refer to some by gender with 'he' or 'she'. This is a sort of honor system with the Overlord. Those it considers strong, skilled, or suitably distinguished from the rest of the rabble will be address by their gender. The rest are mere insects to it and Silver, unworthy of distinction.**

**Three: Updates may take even more time because of volume 3's release. This is because there may be a lot of backstory in future episodes that may clash with what I have planned. This will not mean I am putting Grimm Heir on hiatus, just expect a bit more filler chapters than usual.**

**On to the review answering!**

**Knight7572: They're not separate personalities, man! I told you already.**

**Rook435: Yes, Flinch has come a long way from the sniveling slave. Chaos space marines were actually what inspired me to make the Thralls, well the mask anyway. If you go to forge world, there's a Word Bearer's unit of possessed space marines that gave me the idea for the masks. Night Lords legion was also a big inspiration with how they look, enemy skins and all. The leviathans could easily sink a ship with how big they are, but that isn't their purpose. They also have extremely thick skin and the armor pieces Grimm are known for. They mostly stay submerged in deep waters to avoid Dustling ships and grow larger. I do have plans for that little fish, but I think you misunderstood the Overlord. He **_**did**_** have control over it he just didn't know **_**how**_** to control it at the time, so it swam off.**

**BearNotGrylls: They won't be the last.**

**Aerhyce: I am pleasantly surprised you would compare my work with that of Tolkien's, thank you. I always liked Roman, say what you will about him but he always seems to be the only person who gets how weird the world around him is.**

**LordGhostStriker: We will soon find out… I hope.**

**Miner249er: Funny thing is the Overlord was the first to call them Red Wolves. It was what he referred to the White Fang before learning their true name. The White Fang began calling them that due to their continued wearing of the White Fang emblem and their brutality.**

**TheDeathly-Z: Thanks.**

**Honorboundfate: Thanks, glad you liked it.**

**SlurpthisStuff: Hehehehe… I've been waiting for the right moment to reveal how dark this fic may or may not become. Almost did it with Cutting Strings by having Atlas descend into rioting, but I decided to not do that.**

**Shadow Walker of Fire: The Overlord spawned thousands of masks after the first masking. These extra masks are held within the Thralls lairs for safe keeping and are handled by either Seers or Elder Thralls.**

**Quebecprim: I'm really happy with how everyone is reacting to the darkness of the Grimm.**

**Mata Nui: Here's more!**

**Daedalus244: Yes, the shadow was the Overlord's presence.**

**Esw17645: Thank you, I indeed to keep this story going!**

**Grimm Chomper: I actually hadn't thought of that. Thank you, I will find a way to incorporate it.**

**Guest: I might do something like that, but I already have an idea for how to introduce the fish, if I choose to even use him again.**

**Griffin13: Thanks.**

**Guest: Of course tombstalkers will be deployed, they're awesome!**

**Touhou is Life: I say thanks.**

**Guest: Thanks for the compliment.**

**Guest: I have!**

**TheHalloweenClown: I have updated!**

**Guest: I just said I updated!**

**Grubk1ng: Thanks for saying that. I think it's important to address the audience rather than silently take what they give you. It also ensures people won't keep asking the same questions.**

**Anyway, I hope this was worth the wait, but if you are upset with it know that I will understand.**

* * *

**Grimm Heir**

**Chapter Thirteen: The Tide is Rising**

"You have my attention." But in actuality, it was the Overlord's attention she had gained.

Perched on the ledge of a ruined structure overlooking the place of the meeting, it watched through the eyes of a small raven.

The Overlord had been watching the three Dustlings long before Flinch had arrived, trying to learn what it could before the meeting to better determine what it should do with them. It was very tempted to have Flinch just kill them when the female proclaimed they planned extort the Thralls into working for them, but it stayed its hand.

Rash actions such as that were never productive in the grand scheme of things.

Its attitude towards them changed however, when the female revealed she planned to breach the defenses of the north-eastern nest. Such a feat was not something Dustlings joked about, the nest's sentinels were as observant as hawks and as deadly as vipers.

Wanting to know more, the Overlord had signaled Flinch to continue talking with the female called Cinder Falls.

"I thought that might peak your interest." Cinder said with a cold smile. "I'm sure your soldiers would enjoy taking part in such a world-changing event. To spill the blood of the people who've oppressed and shunned you for so long within the safety of their own walls is rather poetic when you consider it."

The Overlord narrowed the raven's eyes. She was trying to appeal to Flinch's developing lust for violence, and was under the assumption that the Thralls were still motivated by the goals of their past lives.

"Not only can I ensure your warriors passage into Vale, but I can also supply them with the finest weapons and equipment on Remnant." An enticing offer, but one that obviously required something in return.

Flinch raised her eyebrow at the proposition, mirroring her master's belief. "And the price for all this?" She asked. "What do you want in return?"

Cinder smiled a devious smile. "Not much, I assure you." She admitted. "All we desire is-"

"Cinder, how do we know they won't just turn on us as soon as they have our weapons?" The black-clad Beastling, Adam Taurus, interrupted. His hand clenched the hilt of his sword like a vice. The amount of anger he was emitting was almost distracting.

Cinder shot a glare at the Beastling. "Adam, I am sure-" But he interrupted again.

"No!" He unsheathes his sword, prompting all four Thralls to aim their weapons at the Beastling. "I've been patient with this, but if you plan to actually arm these maniacs then-"

"Maniacs? Really?" Flinch asked bemused. "Have you forgotten that our soldiers were once a part of your own organization? One that operates just as we do?"

"Our cause is a righteous one!" The Beastling shouted. "We fight for the betterment of all faunus. Without us, we'd looked down on by every human on the planet. We don't kill without purpose like you. It's because of us that the faunus have a voice!"

"Yet even your own kind see you as terrorists." Flinch countered sharply. "You can preach about your 'righteous cause' all you want, but it doesn't change their view of you. To them you're just a murderer, a maniac… an _animal_." Good Flinch, make him know his place!

The Beastling looked like he was about to kill Flinch. His body quivered with rage and hatred flowed from him like water over stones. But before his tantrum could dissolve the meeting any further, Cinder stepped in.

"ENOUGH!" She shouted, her dress glowing orange and a rise in temperature. "Adam, I will not allow your zealotry jeopardize this opportunity. Stand down. _Now_." She then turned to Flinch. "And I would chose my words very carefully if I were you, Miss Flinch. I do not appreciate infighting between potential comrades."

The Overlord blinked at the Dustling's display of power. It recognized that glow in her fabric. She was a Weaver, A Dustling who wove Dust into their clothing or body to increase their combat effectiveness.

It had thought the Weavers had died out. The last time it saw one was over a century ago, during the Dustlings' Latest Conflict. Its clothing glowed like the sun as lightning flew from its fingertips and into scores of enemies, reducing them to twitching corpses.

They were dangerous foes, unpredictable and skilled. But almost completely reliant on Dust.

The Overlord suddenly wondered if Silver could corrupt a Weaver through the Dust it uses, along with what effects it would have on the Weaver itself.

Something to ponder later. The meeting was priority right now.

Flinch signaled the Thralls to lower their weapons and fixed the shorter female with a stony look. "The key word in that sentence is 'potential', Cinder Falls." She said. "I have yet to hear what you want in return for your weapons, and if I find the demands unfair then we have no reason to continue."

"Other than the fact we have some serious dirt on you." The one called Torchwick finally spoke. "If you don't want the Huntsmen banging in your front door tomorrow morning, I suggest you drop the whole 'superiority' thing and listen to what we've got to say. We've got enough hot air as it is." He muttered the last part.

The Overlord knew what he spoke of. These Dustlings, and possibly others working with them, knew the location of a Thrall lair as well as the fact the Thralls worked alongside Grimm. While the lair issue had been dealt with prior to the meeting, (the entire cave was cleared out then demolished), settling the issue concerning the Grimm had required much more… consideration.

Flinch glared at the Dustling with hidden fury. She had not cared for his sardonic tone apparently, and the Overlord agreed with its slave. It hated arrogance, it tasted awful.

"As I was saying." Cinder spoke up, irritation clear in her voice. "We only desire a few things in return for the supplies. First, a contingent of your soldiers to assist us in our operations."

An obvious and simple request. There were plenty of Thralls to spare for this Dustling's plans. But only Beastling Thralls.

"Second, an explanation to how you've tamed the Grimm and the means to do it ourselves."

It would make a decree to the Grimm that they were not to be harmed, but only that. The Thralls it sent with them would play the part of a Grimm Keeper of sorts. The explanation it would leave to Flinch, she came up with it after all.

"Third, the freedom to establish outposts and basecamps within your territory."

A high demand but a manageable one. The wilds were vast and held many hidden places not yet used by the Overlord. It would have a Thrall mark specific areas for these things, areas easily accessible to those who know them, and the Overlord knew them very well.

"And finally… an audience with your leader."

"Absolutely not!" The Overlord had not even given the signal to decline. "As I said, our leader wishes to remain anonymous."

Cinder frowned. "If this partnership is going to succeed, I'll need to know who I am working with."

"I am my leader's emissary." Flinch reminded. "Here to act as the voice of the Red Wolves-"

"But that's all you are, isn't it? A voice." Cinder interrupted with a condescending smile. "You're just a messenger girl for the one I wanted to see today, and unless I receive that audience you can kiss everything I've offered goodbye."

It had anticipated the possibility for this outcome. Generations of conflict had made the Dustlings, (the sensible ones anyway), cautious creatures. They never placed immediate trust in anything alien to them. It was a logical thought process, but an annoying one when they actually showed themselves capable of using it. It was certainly annoying Flinch.

The slave was glaring hatefully at the Dustling, making no effort to disguise her rage. "You dare threaten us, threaten _me_!?" She unfurled her whip and the Thralls raised their weapons once more. "I am his voice and his hand! My word is his law, my actions are his will. If you think you can order me around like some spineless puppet, then you are sorely-" A sudden hand upon Flinch's shoulder interrupted her rant.

"That's enough, Flinch…"

* * *

**~o0o~**

* * *

The second she head that voice, Flinch knew she was in trouble. Her anger was replaced with cold dread at the sound of that voice. It was different, less gravely and forced, but still recognizable.

It was her master's voice.

She slowly turned her head around, ignoring the confused looks of Cinder and her comrades, and faced the Thrall whose hand was gripping her shoulder and whose voice had quelled her own.

A skull rested atop both shoulders and a bloody handprint was slathered upon the mask. Its old vest was worn and filthy. Holes were sown shut with scraps human skin, and knucklebones dangled from a string hanging low around its neck.

But it was the Thrall's eyes that truly distinguished it. For they burned brightly, not with bloodlust and rage, but with intellect and power.

Just as her master's eyes did.

"Master…" She whispered, too terrified by his abrupt and unplanned appearance to speak any louder. "I-"

"Silence." Flinch immediately lowered her head and obeyed, and when he began moving her to his side she did not resist. Her gaze to the ground, Flinch could not see the expressions of the three… diplomats she had been dealing with.

"And who might you be?" The sound of that Cinder's arrogant voice asking her master such an obvious question made the slave's blood boil with reignited rage. To speak to her master in such a casual fashion… only Mistress was allowed that privilege!

"I am the leader of the Red Wolves." He announced, sounding not the least bit offended by the woman's stupid question. "And I would like to know why you are so desperate to meet me."

"I wouldn't use the word desperate to describe it." Cinder countered. "Eager, is a far more fitting term." A pause occurred as she no doubt studied the body Master was using. "I was expecting you to be taller."

"And I was expecting competence." Master growled, his patience already waning. "Instead, I see a trio of overly ambitious children who think they have control over this meeting."

"We made you show up, didn't we?" Roman pointed out. "And who are you calling a-"

"You are not the one he is addressing!" Flinch nearly yelled, startling the man with her sudden remark. "Hold your tongue or-"

"I was already here, so no you did not." Her master interrupted, cutting through her words like butter. "My question has still gone unanswered. Why did you want me instead of my emissary?"

Cinder smiled and began walking towards Master. Flinch and the Thralls made to block her path, but he gestured for them to remain as they were.

"Let's just say I prefer to speak with the man in charge." She finally answers, now barely a foot away and reaching up to stroke Master's chin. "You can learn so much about people when you can see their face."

The amount of satisfaction and joy Flinch felt when Master's hand shot out and took hold of Cinder's throat almost lead her to cheer. And as he lifted the woman into the air the sight of her struggling made Flinch's lips curve upwards in glee.

"You think you can understand my motives with just a glance of my face?" He growled out, watching as Cinder clawed at his arm in an attempt to free herself. Her clothes began to glow, but an increase of pressure killed the glow in barely a second. "You think you can control me?"

"Let her Go!" The sound of a blade leaving its sheathe made Flinch look over to see Adam with his sword leveled at her master, along with Roman pointing his cane like it was a gun.

Master grinned at them and gave a malevolent chuckle. "Or what? You'll signal your hidden warriors to attack?"

Their expressions were priceless. "Yes, I knew about them since before we arrived. Tell me, did you ever stop to consider that you weren't the only ones with a contingency plan?" And with a snap of his fingers, Master's trap was revealed.

The sounds of priming weapons and snapping jaws made Flinch look up to see Thralls and chompers sprout up from behind the ruined windows and rooftops of the surrounding buildings. They aimed their weapons at the surprised men, who could only look on in shock as they were outflanked.

"How-"

"My influence is far greater than you could ever imagine." Master went on. "I've had agents within your ranks since I split from the White Fang years ago. They told me of your involvement in this meeting, Adam Taurus. Along with the White Fang's recent… hypocrisy."

Flinch blinked in surprise at his proclamation. She was not aware Master had sleeper agent Thralls in the White Fang. She didn't even know such a Thrall existed. Now she understood why he was so angry from reading that message, one of his sleeper agents must have been caught and revealed the lair's location to the White Fang.

But wait, that didn't make any sense. Thralls were resistant to torture and questioning, they lacked the desire of self-preservation and couldn't feel pain, so how-

…. …. ….

Oh…. He was bluffing. _'Very clever, Master!'_

"Now you listen to me well, Cinder Falls." Flinch looked over to her master as he brought the raven haired woman up to his mask. "The only reason I agreed to this meetings was because it piqued my curiosity, and the only reason I have not killed you is because of the weapons and bloodshed you promise."

Despite the position she was in, Cinder managed to give Flinch's master an angry glare in response to his words.

Without a word, Master then released his grip on her throat, letting her fall to ground in a heap as she gulped down oxygen. "We will work _with_ you, but never _for_ you. Remember that." He looked down at the woman at his feet with unreadable eyes, but Flinch was certain he had enjoyed putting Cinder in her place. "Betray us and I'll have your skin made into a tapestry and your skull into a goblet."

Cinder glared at him as she tried to steady her breathing. "I am not a woman so easily threatened!" She spat, her smooth voice was now ragged and worn. That calm façade she had completely vanished, leaving behind an expression of humiliation and rage.

"Then consider it wise advice." He replied evenly, not the least bit worried about what she might do. "Now, do you accept our aid or not?"

A tense-filled minute passed before Cinder finally submitted and growled out a. "Fine." Loud enough for both parties to hear.

"Good." Master said, and not a second after the two Thralls at his sides walked over and helped Cinder to her feet. When the woman was once again standing, Master made a sweeping gesture to the Thralls that surrounded them from within the buildings. "These warriors shall be the first to join your cause. They will obey you as they would obey me." With that, Master began walking back to the bullhead that flown them here, but was stopped when Roman called out.

"I think you're forgetting something!" He stated, prompting both Flinch and her master to raise an eyebrow. "The second part of the deal? Telling us how you control the Grimm, remember?"

"You will receive Nullifier devices after the first weapon shipment has been delivered. My soldiers will explain their function. Until then, they will be the only ones controlling the Grimm."

He looked like he was about to argue, but a quick glare from her master was enough for him to get the point. With that settled, Master entered the bullhead along with Flinch and other three Thralls. Soon as the door closed Master released control of the Thrall, who slumped down against the wall of the aircraft in exhaustion.

The other three crowed around the Thrall, eager looks on each mask.

"How did it feel, brother?" One asked. "To have the Overlord control your body like that, how did it feel?"

Flinch was curious as well. This was first time her master had possessed something capable of recounting its experience of having her master's will imposed upon them. She wanted to know what it was like to be possessed.

"It was… incredible." It replied with awe. "I cannot describe it. I was there, experiencing everything, but I held no control over myself. And our master's overwhelming presence and power… there are no words for this feeling. Exhilarating is all I can say but it is an unjust comparison."

One of them shivered with delight. "I am so envious. To become one with the Master… It is indeed beyond imagining."

"It is no surprise that you would be the first amongst us to be our master's host, brother." Another says. "You were the first to be masked, it is only fitting you also be the first to be possessed."

Flinch doubted that very much. Master did not possess Grimm based on their history or achievements, but by how useful they can be in certain situations. That being said, each one of the Thralls Flinch had brought with her were among the most disciplined of their kind, they didn't let their bloodlust influence them as greatly as the rest of their kind. It was why she picked them.

That this Thrall just happened to be the first Thrall to be possessed didn't mean anything, it was just coincidence.

But why had Master stepped in the first place? Was he displeased with how Flinch had been handling it? Should she have been more lenient towards their demands? Would she be punished for her failure?

"Overseer." The Thrall's voice jolts the slave from her panicked thoughts. "Master congratulates you on your performance. You were unwavering and steadfast in the face of their insolence, just as he instructed. Take heart knowing he did not interfere out of displeasure with you, and that you shall be rewarded for your service."

Flinch blinked in disbelief at this information. She was not at fault? She had done well? "But then why?" She asked. "Why did he take this risk?"

The Thrall grunted in amusement. "He says that the young Mistress's habits might be rubbing off on him."

* * *

**~o0o~**

* * *

Cinder glared at the bullhead as it lifted off the ground and flew away.

This had not gone at all how she planned it. Yes, she had gained the support of the Red Wolves, but there was nothing she had to ensure it stayed that way. They had made it clear that this was going to be a partnership based on mutual needs. The Red Wolves provide the manpower and she provides the weapons. A reasonable arrangement for most people, but Cinder Falls was not most people.

She had wanted something to use as leverage over the Red Wolves during the meeting in order to have complete control over them, but their attitude showed they had no fear of being found out by the Huntsmen. In fact, when Roman decided to inform them of that little bit of blackmail they didn't even bat an eye to it.

And considering they had infiltrated the White Fang she was somewhat understanding to why.

But it was that nameless leader of theirs that Cinder hated the most. Not only had infiltrated his own envoy without their knowledge, but he had the gull to treat Cinder like a disobedient child, scolding her for trying to extort him.

And he… he frightened her…

Cinder had hidden it well and would never admit to it aloud, but when she looked into that man's eyes she saw something that completely terrified her.

Power… Overwhelming power…

Cinder herself was no pushover, having power that rivaled some of the most skilled Huntsmen and Huntresses in the world, but it paled in comparison to the power she saw in that man's eyes. The sheer magnitude of it was staggering. It transfixed her, paralyzed her, so much so that she couldn't bring herself to call upon her flames to dispatch him, (granted the hand around her throat was also a factor in that).

So great was his might that for a single moment Cinder believed herself incapable of holding her own against him, but only for that one moment.

Not only was this nameless man powerful, he was cunning too. Cinder was almost jealous with how he had been able to ensure the troops Adam brought with him were all his own agents. She actually felt stupid for not taking into consideration that the Red Wolves wouldn't have a backup plan too, maybe things would have ended in her favor if she had.

Nevertheless, she had the Red Wolves support, and in the end that's what she was aiming for.

"So… was anyone else creeped out by how his mask _moved_ when he talked?" Roman spoke, sounding unsure of his own words.

"Shut up, Roman." Adam snapped, just as frustrated as Cinder but for different reasons. "I told you this was a bad idea, Cinder." He growled. "I told you-"

"That they would attack us, but they didn't." She retorted sharply, the day's stress starting to get to her. "Despite what you thought, Adam, they agreed to our terms. They'll be working with us from now on, and I don't care if you approve or not."

Not even bothering to give the faunus another glance, Cinder turned to Roman. "Take the Wolves to your hideout in Vale. Bring the kokushi too."

"But-"

"If they try to bite you just shoot them." She told him. "I'm placing you in charge of them for the time being, use them in your robberies, but _don't_ waste the Grimm on Dust shops. Understand?"

The thief shook his head in exasperation but otherwise didn't complain. "You're the boss." He turned to the soldiers and Grimm in one of the buildings. "Come on, you maniacs! We're going to Vale!"

The roars of approval they gave was not something Cinder or her two cohorts were expecting in response to the order. Neither was Cinder ready for the amount of enthusiasm they displayed, running out of doors pushing and shoving each other and leaping out of low-story windows.

Maneuvering through the forest of legs, the kokushi ran with the same vigor as their handlers. It still amazed Cinder that these widely regarded psychopaths had discovered a way to tame Grimm, the mere concept was laughable. And yet the Red Wolves had achieved it.

When Neo had returned saying the Wolves had domesticated Grimm with them, Cinder thought she meant they were just keeping the kokushi in cages or muzzling them. But neither were true it seemed, and as she watched faunus and Grimm follow Roman Cinder couldn't help but feel satisfaction.

The Red Wolves were ruthless raiders with a reputation gruesome enough for the councils to keep reports regarding their more… messy attacks away from the public. The kokushi were the newest recorded Grimm species, tiny beasts that displayed their frightening intellect and ferocity in the latest Beacon initiation by outsmarting and killing nearly thirty students.

And both answered to her now.

Cinder let a small smile creep over her lips as she watched her new pawns disappear behind a street corner.

She had a feeling they would be very useful in the coming months.

Very useful indeed…

* * *

**~o0o~**

* * *

As the Thralls and chompers departed with their new allies and it had relayed its praise to Flinch, the Overlord released its hold over the raven.

It returned to where its body rested, hidden under the branches of old trees at the base of the cliff that held the ruins.

Back in its own body, the Overlord rose from the ground and began the trek back to the Gulch.

True, it could call for a greater raven to fly back, but this day had seen the Overlord make enough risky decisions. A greater raven arriving this close to the Dustlings only to quickly fly away would garner too much suspicion from its new 'allies'.

Allies… it was a disgusting concept. The decision to actually agree to their alliance was a difficult but necessary one. They knew too much to leave alone but were too many to completely cleanse. The only option it had was to assist these creatures in their unknown quest. For now.

The moment it was clear they were no longer a threat or of use the Thralls would turn on them. Using the weapons they so foolishly provided, the Thralls would show the White Fang that the Grimm answer to one and one being alone.

The Overlord.

_FWOOSH!_

The sound of rushing wind signaled the arrival of Silver at its side. She looked up at it from beneath her hood with confusion, questions burning in her mind.

'_Father, why did you agree to this union?'_ She asked immediately. _'We should be killing Dustlings, not helping them!'_

'_It was not a decision I made lightly, Silver.'_ It responded. _'I would have liked nothing more than to kill those Dustlings the moment I laid eyes on them, but it would change nothing.'_

'_Then why not enthrall them like I did their warriors? I sensed plenty of hatred and rage from them, well beyond the minimal requirement.'_ She rebuked.

'_That is where you are wrong, little Rose.'_ The Overlord replied evenly. _'Only one among them could be enthralled.'_

Silver tilted her head in confusion at its statement. The Overlord did not blame her, it had made the same error when it first sensed them. The air almost rippled from the amount of negativity that flowed from the trio.

Or more specifically, from the Beastling.

'_The two Dustlings, Roman Torhwick and Cinder Falls, do indeed possess unclean souls, but they are filled with things like pride and avarice, elements the masks are not compatible with.'_ It explained to her. _'It was the Beastling, Adam Taurus, who harbored the contempt and anger you felt.'_

Silver was surprised by this. _'How could one Beastling possibly hold _that_ much negativity and still function? How has it not consumed him?'_

'_Because he has purpose, my daughter.'_ The Overlord told her. _'The Dustlings that lost themselves to their fears and rage did so because they lacked purpose. This Beastling does not._

'_He has harnessed his rage, honed it into a weapon, something few Dustlings have ever achieved.'_ The Overlord paused for a moment. _'We cannot underestimate him.'_

'_But if he truly possesses such strength would he not prove a valuable asset?'_ Silver argued. _'Even if we do not enthrall him, we could easily manipulate his hatred so that when we betray that woman he will side with us instead of her.'_

The Overlord shook its head. _'His hatred is too focused, little Rose, and his loyalty is unwavering. The Thralls are traitors in his eyes, comrades who abandoned his cause to serve us. He will not join them willingly.'_

'_Then enthrall him!'_ She rebuked. _'His strength and experience would make him worth several hundred Thralls at the least. We can easily replace what we lose and would gain a great warrior from it.'_

'_This indeed true, however you are forgetting one important detail, little Rose.'_ The Overlord stopped to give its daughter a powerful stare. _'He is not the one in command._

'_He may be a skilled warrior, and he may have a high position among his fellow Beastlings, but his influence does not hold sway with those outside his kind. He is simply a part of an elaborate and delicate alliance that we ourselves have just committed to. We must navigate it carefully, lest the whole thing collapses on top of us.'_ It gave a deep sigh. _'I share your contempt for this, little Rose, I truly do, but for our continued survival we must work with these creatures.'_

The Overlord resumed walking, Silver close at its heels. _'War is coming.' _It said after a moment. _'And this time, there won't be a single Dustling left.'_

* * *

**Author's Note: Well, what did you think? I know it's probably not what you were expecting, but the only character out of Cinder's group I feel I can write for is Roman. Cinder is very mysterious and we barely know anything about Adam's personality. Also, I am not good with deal-making scenes, sorry.**

**Also, if you want to check out the rough coverart sketches that DragonBlitz drew for Grimm Heir there'll be a link in my Fanfiction profile along with a link to the sketch of a basic Thrall mask.**

**And before you post it in a review, yes, Silver was placing masks on the White Fang escort during the meeting. She has super ninja skills!**

**As always, Please Fav, Follow, and Review! Thank You!**

**DeadRich18 Out!**


	15. Chapter 14: To Catch a Cardinal

**I do not own RWBY, it belongs to Rooster Teeth. I do own the Original Characters though.**

**Chapter 14 is up! I am REALLY proud of this one and I really hope you all enjoy it. I don't want to say too much about it because I want you all to read it for yourselves and tell me what you think.**

**Now, before we start I want to address something. I know I said I would place links leading to both mine and Dragon Blitz 85's Deviantart account so that you could see the art work that he and I have done. However, I have no idea how to set up links in . This is why the links are not present on my account page. If any of you know how to place links in a profile page please contact me.**

**I have some more news. The Grimm Heir cover art has been completed, unfortunately, it is too big to be used and can now only be viewed on Deviantart. I am just as annoyed about it as you are, but no use crying over spilled milk.**

**Also, since RWBY Grimm Eclipse is now a thing, we may be getting another arc to this story… if the rest of the game comes out before I reach that space in time, then I'll just flat out ignore it. Here's to hoping that doesn't happen!**

**Answer Time!**

**Esw17645: I am too, hope you like it.**

**TheDeadly-Z: When you said that I also immediately started having my own suspicions about the subject. Time will tell.**

**LordGhostStriker: What did you mean by gay? That it was bad or that it was cheesy? Plot twist indeed.**

**Grubk1ng: Probably both.**

**Anarken Mad Bancho King: Remember, the Overlord is only working with Cinder through his Thralls. He has no intention of directly involving himself or Silver with them.**

**Dragon Blitz 85: Those could both be considered the same thing.**

**Shadow Walker of Fire: You guessed right my friend. Thank you for saying that, I don't consider myself an expect deal maker so hearing that is very nice.**

**Mata Nui: Ha, you made a pun.**

**Guest: I just have!**

**Gaara king of the sand: Those are things I'm sure everyone is looking forward to.**

**Miner249er: She'll try. Whether she succeeds or fails is for another time.**

**SlurpthisStuff: They. Are. Not. Different. Personalities. I cannot stress this enough! As for an answer, Silver would slaughter Ruby. Why? Silver has claws, and Ruby has zilch. (Crescent Rose doesn't exist and Ruby was too young to have an idea for it when she was turned)**

**Malestrom of the Nine: I am very pleased to hear you say that. What exactly made you think it would be angsty?**

**Mysterious Man: I have been pondering something similar to what you suggest… won't go into details.**

**GameboyNinjaUltimate Icarus: Thank you for saying that. I see way too many stories where an introduced bad guy works with Cinder but is still just another of her pawns. I wanted to do something where she finally gets to know what it feels like to not be in control.**

**The Weeping Prophet: I will add more Grimm, but if they look like dinosaurs is unlikely. Not that I don't love dinosaurs (I think their one of the most awesome things in existence) it's just that anytime I see a dino Grimm in a fanfic it's usually of poor quality.**

**Onto the story!**

* * *

**Grimm Heir**

**Chapter Fourteen: To Catch a Cardinal**

**One Month Later…**

The Red Forest is a beautiful place, few can match its natural majesty.

A place as old as the Grimm, it was once a desolate wasteland of barren mountains and salt filled valleys. But when the moon shattered, and the first shard fell from the heavens, a single drop of blood fell too. The crimson droplet splashed upon the land and washed over the valleys and mountains, eternally staining the land red.

The blood changed the land. It washed away the salt and seeped deep into the earth. It eroded hills and formed riverbeds, shaping it into what it was now. The blood enriched the soil and within a single year the entire region was covered with red grass and black saplings. Half a decade later, it was a massive forest filled with fully grown trees. And when the two other shards fell nearly a century later, it supported all manner of life.

That is, until the Grimm saw to the removal of any Dustlings that resided here.

Like the Gulch, this place was held sacred by Grimm. Though nowhere near as important as the Gulch. Its connection to the moon, bringer of all life in the world, pacified them to a degree. The red sap that bled from the trees quelled them further, just a lick was enough to send a Grimm into a brief state of euphoric relaxation.

Dustlings were even more swayed by the forest's beauty, transfixed by the red leaves and calm atmosphere, unable to turn their sight to anything besides more of the forest. The sap was sought after by them as well, but only for its sweet taste.

Only beasts were immune to the charms of the Red Forest. Their simple minds unable to recognize the majesty of the red land, (though they too indulge in the sweet sap).

The forest was a musical place. The soft wind carried the songs of birds to and fro along with the chirps of crickets. It was beyond peaceful in feeling and sound.

But the forest was quiet today, for something sinister lurked within. A predator of unmatched caliber. It stalked its target with single-minded focus, blocking out all distractions. It kept itself low to the ground, slowly inching its way closer to its unsuspecting prey.

_SNAP!_

The predator froze. A dry twig had been snapped beneath it during its advance. It remained motionless and waited to see if the prey had heard.

Thankfully, the prey was unresponsive to the noise and remained where it was. It had not heard the breaking stick. The predator resumed its advance.

After several minutes, the predator reached the end of the brush. It looked out through the thick foliage to gaze at its target. It was large, thrice its own size, but it was not intimidating. The predator was not afraid, it had surprise on its side. The prey stood no chance.

It was now or never. With a roar the predator leapt out at its prey catching it completely unaware.

_POMPH!_

The mighty leaf pile is quickly overpowered by Silver, who flails her arms wildly to send the leaves flying into the sky. Once satisfied she falls backwards into the remains of the pile, watching as they float back to the ground, a happy smile on her face.

Silver loved the Red Forest. It was her second most favorite place on the continent, the first being the Gulch. Not only was it easy for her to camouflage herself in the red foliage, the forest was where she orchestrated her first successful attack against the Dustlings.

Just the memory of all that carnage and death was enough to make her giggle with glee.

Alas, for many years Silver's busy life of raiding and training had left little time for her to visit this nostalgic land. But after the meeting with the Dustling called Cinder Father had told Silver to reduce the number of attacks she led against the Dustling nests in the southeastern and western territories.

Now that their new 'allies' would be operating in their lands he did not want to run the risk of a patrol stumbling upon a nest under attack by Silver and seeing her. There were still nests to raid, but they were outside the borders her father had established for her to operate in without his supervision.

Silver still didn't fully approve the alliance. It didn't sit well with her. Yes, the Thralls received better weapons and equipment from it and breaching the defenses of the continent's eastern nest was something Father had desired since it first raised its walls, but it went against the Grimm's most primary purpose.

Grimm were meant to kill Dustlings, not work with them. (Maybe not Flinch though, she was useful).

However, it was her father's will, so Silver would… tolerate them. For now.

In the meantime, Silver had to find new ways to occupy herself now that she was on raid probation. The heir had a tremendous amount of spare time on her claws, and she put it to good use. Silver caught up in her Dust, Aura, and symbol studies with Flinch, practiced her combat skills with Father, explored the tunnels of the Gulch (even after thirteen years she still didn't know where half of them went), contemplated the design and function of her next Grimm species, and played around with Pup.

Oh, Pup…

Silver was so proud of him! The wolf-Grimm hybrid had come such a long way since she found him in the north. He was invaluable to Silver; herding stray Dustlings into kill-zones or petrifying them with his terrible gaze were just two examples of his capabilities.

Pup was also just as intelligent as he was powerful. With the black blood of Silver flowing through his body, Pup commanded the obedience of lesser Grimm. Hounds, boars, and chargers all obeyed his orders without complaint and even young bears would sometimes yield to his authority.

He possessed the same tactical cunning that Silver did, directing attacks towards critical areas and weak points. Pup was also allowed to actually take part in the fighting, not just oversee it. His beastly appearance fooled the Dustlings into seeing him as just another hound.

A fatal mistake that leads to them become Pup's next meal.

_GRRGGRRGGLL!_

Speaking of meals, Silver was getting hungry. Her body could only sustain itself on negative emotion for so long before needing physical nutriment. The only thing in abundance was the red sap of the trees, but it was not very filling. (Plus Daddy didn't like it when she partook in the sap, said she was four decades too young).

With no other option but to wait Silver rose from the soft pillow of leaves she had been resting on and set out for the mountainside cave she and Pup had claimed as their temporary dwelling for their stay in the forest.

It was a small thing, nothing compared to the Gulch caverns or her Den up north, but it served its purpose. Several large bushes concealed its existence from the world, and it resided in the region of the forest with a higher number of Grimm.

The trek to the cave was lengthy, but Silver preoccupied herself with admiring the beautiful scenery that surrounded her. When she reached the cave, Silver did not enter. Instead she sat down just outside the cave and watched the leaves falling gently to the ground.

_GRRGGRRGGLL!_

Silver placed a claw over her growling belly. Hopefully Pup would be back with food soon. She eyed a nearby tree, claw marks from a hungry bear present on its trunk.

Just a little sap couldn't hurt. At the least it would hold her over till Pup came back.

* * *

**~o0o~**

* * *

Yang was only half aware that Professor Goodwitch was speaking. Like many in her group, she was transfixed by the sheer beauty of Forever Fall. The whole forest looked like it was in the middle of fall despite it being the middle of spring.

The falling leaves were what truly captivated her. The way they drifted gently to ground reminded her of-

"Hey!" A shove to her back snapped Yang out of her trance. "Don't get distracted." Chided her friend and leader, Rojo, just as the group stops.

He was the only one among the twelve teens that wasn't mesmerizing by the forest around them. Instead of looking upon it with amazement, he eyed it with suspicion and hate, his gaze searching left and right, and his finger right on Red Redemption's trigger.

"Each of you is to gather one jar's worth of red sap." Goodwitch instructed, holding up a full jar of the stuff. "However, this forest is full of the creatures of Grimm, so be sure to stay by your teammates. We will rendezvous back here at four o'clock. Have fun!"

"Let's get this stupid syrup and get out of here." Rojo said, moving his bandana up over his mouth. The four teens follow after Nora, who had already ran ahead with her partner Ren.

Yang frowned a bit at her friend's behavior. She knew him long enough to know he only ever pulled up his bandana when he though trouble was nearby. Did he think this was going to turn out like the Emerald Forest? They had an actual Huntress with them this time and a lot more ammo.

So why was he so jumpy? Was it the forest? Yang knew he didn't like Forever Falls but the way he was acting almost made her think he was afraid of it.

In fact, he was furious when Weiss announced she had signed them all up for the field trip to Forever Fall to get some extra credit. Nearly screaming at the girl about how it wasn't her place to make those decisions without his consent. Weiss tried to explain herself, but she was too shocked by the outburst to form any sort of reply before he pulled on his duster and stormed out the room, leaving the three shell-shocked girls alone.

Rojo didn't come back till morning. He apologized to Weiss for yelling at her, then to Yang and Blake for having to see that. Said he wasn't angry at Weiss, just that she didn't ask him before signing RWBY up for the field trip.

The girls all knew that wasn't the whole truth, but none of them knew how to approach him about it without getting yelled at. Not even Yang.

It kind of reminded her of how Dad and Uncle Qrow would get into fights sometimes after… after _that_ happened.

The group of teens came upon a small cluster of trees. Ren and Nora were already scouring for a tree to extract their samples from. As the two JNPR members did this, Rojo turned to address his team.

"Alright, here's the deal." He began. "Stay together, don't wander off, and keep your safeties off. Grimm love this stuff and can smell it from a mile away, so don't get any on you. Blake, you're with me." The raven haired girl nodded and followed her leader towards one of the trees, leaving Yang and Weiss alone until Pyrrha showed up behind them.

Yang raised an eyebrow at the lack of the champion's partner. "Where's Jaune?" She asked, earning a tired sigh from the redhead who just walked over to her two other teammates. Yang looked over to Weiss, but the heiress simply shrugged and sought out a tree of her own.

The teens spent the next hour or so draining sap from the trees. The sap came out sparingly, and the cuts it trickled out from sealed up pretty fast, they had to keep cutting the trees in order to get enough.

All the while, Rojo stood vigil over them. His eyes scanning the surrounding woodlands for any Grimm and Red Redemption in his grip. He already filled up his jar, using his knife to cut deep into the tree and repeatedly slashing the cut before it could heal.

"Rojo." Pyrrha suddenly said. "You do not need to keep watch for us. It's very noble of you, but we're all more than capable of dealing with a few Grimm."

"That's what we all thought about initiation too." He bit back, surprising everyone with the venom his voice held.

"Okay, cowboy, what gives?" Yang asked, placing her now full jar on the ground. "You've been acting grouchier than Weiss ("Hey!") since we got here. What's wrong?"

All eyes were on the gunman now, waiting for an answer. "This is a bad place." He cryptically replied. "Bad things happen here."

"And what's that supposed to mean?" Weiss inquired with her hands on her hips. "What could possibly make you believe this beautiful forest is a bad place?"

Rojo fixed the heiress with a glare. "The Forever Falls Train Wreck happened." He said with narrowed eyes. "We're standing on the site of a catalyst massacre."

That wasn't the response any of them were expecting. Rojo always seemed like he was hiding something, but Yang didn't think it involved the Train Wreck.

Just like said, it was a catalyst massacre. Not even a week after it happened dozens of reports came flooding in from all over the world of similar wrecks with similar outcomes. Trains derailed, Grimm everywhere, almost no survivors.

Only about a dozen of the thousands of people involved survived what became known as the Week of the Red Railways, (named so for the amount of blood that was splattered over the train tracks and cars of every wreck), and almost all of them were either submitted to mental institutes, killed themselves, or just vanished.

If Rojo was connected to the Red Railways it would explain why he hated Forever Falls and trains so much. He must have known someone that died in the first wreck, maybe even a family member.

Weiss must have come to the same conclusion as Yang since she let out a quiet gasp of horrified understanding. "Rojo, I-I'm sorry." She said hurriedly. "I didn't know-"

"Not your fault it happened, Weiss, so don't apologize." He cut her off, his tone saying he wasn't going to elaborate any further. "Let's just get this over with so we can leave."

They all silently went back to collecting sap, a somber mood falling over them all.

Yang was still processing what her friend had said. She had seen the news reports detailing the wreck and all the ones following. It was a massacre on a global scale that led to thousands of deaths and made many people wonder if the Grimm were as mindless as they seemed.

Yang knew first hand that they were anything but mindless.

Knowing Rojo had lost someone in the wreck was something the brawler could sympathize with. She knew full well what it's like to lose someone to those monsters.

Yang just couldn't get why he didn't tell his team about it, or at least her. Didn't he trust her?

_RRRAAAUUUURRRRR!_

The sudden roar made all present turn around to see Cardin Winchester's teammates running towards them with terror on their faces.

"RUN, RUN, RUN!" Yelled the lanky one, Russel, his head looking behind him as if they were being chased. He didn't know he was heading straight for Rojo until the gunman stopped him dead in his tracks and grabbed hold of his shirt.

"Run from _what_!?" Rojo snarled at the bully.

Russel jabbed franticly back towards where they came from. "GRIMM, GRIMM! Back there, it's got Cardin!" Rojo threw the boy to the ground and let him scurry off to join his fleeing friends.

Pyrrha dropped her jar of sap. "JAUNE!"

Rojo cursed and turned to Yang. "Yang, you and Blake find the Professor!" He then turned to Weiss. "You're with me, Weiss." The heiress nodded, her rapier at the ready.

"You two go with them!" Pyrrha ordered her own teammates, her spear and shield already in her grip. "There could be more."

With that, they split up and ran off in opposite directions. One group towards an unknown Grimm, and the other to the only person who might be able to actually beat it.

The blood red forest suddenly didn't seem so majestic to the blonde anymore.

* * *

**~o0o~**

* * *

**Moments Earlier…**

They were fighting… no, this was not a fight. A fight held the chance of either side ending as the victor.

This was something else…

Five Dustlings were in the clearing, four of them standing over a fifth which they kicked and beat mercilessly. Sick joy and arrogance rolled from the abusers, but the one they struck was oddly vacant of any fear or disdain for its assaulters. As if it was accepting a punishment.

The abusers were enjoying themselves, laughing and taunting the prone one as it laid there, unable or unwilling to fight back.

Then the largest of the pack hefted the beaten one up as to look up at its bruised face. Threats and jeers spewed from its mouth as it readied to strike it again.

The beaten uttered something. The large one grew angry by this, demands leaving its throat.

The beaten just smirked.

Enraged by the defiant act, the large one struck with a roar.

A blinding light engulfed the two Dustlings. When it cleared, the large one had dropped the beaten and gripped it's now swollen fist. The beaten, now completely healed of its bruises, could only stare at its hands with awed confusion, unaware of its own actions.

Was this its first use of aura? Had it never used the power of its soul before? That could not be right, all Trackers know of their aura and semblance's capabilities, even before they take part in the trails they know them.

So how come this one didn't?

Distracted, one the abusers kicked the beaten back into the ground. The four crowded around it again, preparing to inflict more pain upon the cornered creature.

Their backs were turned, their weapons sheathed, and their minds relaxed.

Now was the time to strike!

Pup leapt out from behind the bushes and snarled fiercely at his prey.

All four turned at the sudden noise, only for three of them to quickly flee in terror, leaving behind the large and beaten ones.

Pup did not care for those weaklings however. His focus was on the large one.

He could feel the contempt held within, smell the arrogance, and taste the rage. It was festering inside the Dustling, ripening.

Nearly at the level for which a Thrall could be made.

This was what Pup was after, a Tracker with a wicked heart and weak mind, but more importantly potential information about the Deliverer.

The Deliverer… Just the thought of that monster made his hackles rise in anger and a growl rumble in his throat.

Pup had only seen the Deliverer through the memories of Mother till today. He hated the Dustling. Hated it more than anything else in existence for what it did to Mother. Its mere existence had sent Mother into a brief but terrible depression that she was still coming to terms with.

To see the one that had rescued him, cared for him, and loved him reduced to a whimpering mess enraged the hybrid. Had Mother not needed him during those dark days he would have gone after the Deliverer himself. Damn the consequences, he wanted retribution!

But Mother was more important than his vengeance, so he stayed by her side. And just as she had done with him during his puppy months, Pup spent the days nurturing her, loving her, and planning her tormentor's demise.

And today would see that planning come to fruition.

Pup had seen the Deliverer with the other Dustlings, completely unaware that he was stalking them, as they strolled through the Red Forest. Pup was not a fool however, and had not let his desire to destroy the Deliverer cloud his judgement. The Deliverer's pack outnumbered him and contained the few Dustlings powerful enough to survive his mother's chompers all those nights ago. They were strong, swift, and tenacious beings not to be trifled with.

But the Dustlings of _this_ pack were far easier prey. Overconfident, inexperienced, and above all else stupid. His mere presence was enough to send more than half of them fleeing in terror.

He would take this wicked Tracker, bring it to Mother and Great Alpha, turn it into a Thrall and learn all it knows about the Deliverer and the Tracker lair.

And then use that knowledge to destroy the Deliverer. For Mother!

Pup leapt at the forsaken Tracker, flinging it to the side with a swing of his paw. It brought its arms up in an attempt to deflect the strike but it was a useless action. The Tracker was sent flying by the swipe, landing on the ground with a pained grunt before trying to stand back up.

Pup looked down at the beaten Dustling that looked back with shocked eyes. He roared in its face before turning to the large one and advancing on it.

Seemingly sensing his approach, the Tracker turned itself around to face Pup with fearful eyes. They turned defiant for a moment as it lifted its weapon up in a pitiful attempt to defend itself.

Pup did not want to waste time toying with this Dustling however. He locked its eyes with his own and activated his semblance.

The effects were instant. The Tracker's eyes widened, his skin paled, he breathed in short gasps and trembled like a newborn fawn trying to stand.

Pup's Terror Gaze. As his mother possessed a semblance, so too did Pup. Unlocked by chance in the heat of battle years ago, any who met the hybrid's eyes would become paralyzed with fear.

With his target subdued, Pup made to retrieve the creature.

"AHHHH!"

The sudden battle cry made Pup turn to see the beaten Dustling, armed and charging towards him with weapon raised high.

If he was physically capable, Pup would have laughed.

He batted it away with a swing of his armored head, the force sending the Dustling several yards.

To his annoyance, the Dustling stood back up and charged again. Only this time, it had the sense to keep its shield up.

Pup was getting tired of this, he sidestepped the charge and swatted the Dustling to the ground, if this went on for too long the other Trackers would show up to support their pack mate, making his task all the harder.

The sound of approaching feet proved Pup right.

His ears twitched in the direction the steps were coming from and the rest of his head soon followed. A moment later, Pup watched three Trackers, (one male and two females), burst from the brush.

They looked at him with shocked eyes, but before they could aid their pack mate, Pup froze them where they stood with his terrible gaze.

With that dealt with, Pup turned back to the stupid Dustling that was once again standing back up.

Pup was done playing around. With a mighty leap, he closed the distance between himself and the Dustling and took it in his jaws. He clamped down on the Dustling's torso, his teeth pressing hard against the last remnants of its aura.

It screamed in pain, though it was quickly silenced by Pup, who violently shook the creature back and forth like the slab of meat it was. But the scream had served its purpose.

The scream was at just the right pitch and volume to break its pack mates out of their fear induced trance, bringing them back to reality and the scene played out before them.

One of the females screamed out to the Dustling in Pup's jaws, horror and fear clear in its voice.

Pup then flung the wounded Dustling at its pack mates. The unexpected move startled them, and the two females could not move out of the way fast enough to escape their flying pack mate. The male, however, was faster than its counterparts, and rolled out of the way just as the body slammed into the females.

It raised itself onto one knee, aimed its weapon at Pup and fired.

The attack bounced right off his aura.

It barely phased the hybrid, but that was more than could be said for the Tracker. The Dustling just stared on in shock, unable to believe what its eyes just witnessed.

Taking the opportunity, Pup turned back to his original target to see it was still laying back against the ground where he left it. He rushed it with a roar which prompted a scream in response. Just as he had done with the other Dustling, Pup grabbed the Tracker in his mouth.

He shook it briefly to disorient it, making it drop the weapon it held, then ran into the woods with all his speed.

The Tracker screamed and shouted for a time as Pup ran, trying in vain to escape the vice grip of the hybrid's maw. Slamming its fists against his muzzle again and again.

That is until Pup angled him so that a passing tree branch would hit him over the head and knocked him out.

The silence was something Pup was very grateful for.

* * *

**~o0o~**

* * *

Rojo couldn't believe it…

He just couldn't believe it…

He had done everything right. Aimed down the sights, slowed his breathing, and calmly pulled the trigger when he had lined up his shot to go right through whatever Grimm had for a heart.

And the bullet just… bounced off…

It didn't hit any armor plates, didn't miss its mark, it just _bounced_ off the Grimm.

It was like it had an… Aura…

"Jaune! Jaune, wake up!" Pyrrha's frantic shout broke Rojo out of his stupor and reminded him that they had a wounded man on their hands.

He ran over to where the boy laid, Weiss and Pyrrha at either side of him, worry and dread clear on their faces.

The beast had done a number on Jaune. He had used up all his aura in the fight, and the Grimm had been able to draw blood before flinging him at them.

And it drew _a lot_ of blood.

His gut got the worst of it. Blood spilled out from the holes caused by the Grimm's massive canines and violent thrashing. And they didn't show any sign of stopping soon.

"Put pressure on the wound!" Rojo shouted at them. Immediately, the three pushed down on their friend's bloody abdomen, steaming the tide as best they could. "Weiss, can you use your glyphs to help him?"

Weiss gave a weak nod. "I think." She stood up and pointed Myrtenaster at the blonde. A spinning glyph formed beneath him and the bleeding began to subside. "I don't know how long it will hold, so you better do something fast!"

"Pyrrha! Can you give him some of your aura? Jumpstart his with yours?" The champion had tears in her eyes and had started hyperventilating. Rojo almost thought she didn't hear him, but as her hands began glowing it was clear she had.

Knowing this was only a temporary solution, Rojo pulled out his scroll and called Yang.

"_Hey, cowboy wha-"_

"Are you with Goodwitch!?" He interrupted harshly.

"_What? Yeah, she's with us now-"_

"Just get her over here NOW! Jaune's down!"

"_What!? Jaune!? How did-"_

"JUST GET HER OVER HERE!" He yelled, ending the call and going back to help Jaune. "Don't you dare die on us, Jaune. Don't you fucking dare!"

* * *

**~o0o~**

* * *

Teams RWBY and JNPR sat in the infirmary wait room with baited breath.

When Professor Goodwitch had arrived with the others she had immediately called in the bullhead. Jaune was rushed into surgery the moment they got back to Beacon, the onsite staff ready and waiting thanks to the professor.

The infirmary was well stocked and staffed, more akin to a hospital than a school infirmary. It took up a half of a wing of the school and even had an auxiliary Dust generator separate from the school's main power supply in case of a blackout. One could argue that it was a bit excessive, but why would a school meant to train warriors have anything less than a hospital to treat their wounded students?

It did little to dissuade the fears the two teams held for their injured friend however. The silence just made it worse, it persisted for hour after they returned to Beacon but none of them were willing to break it.

Pyrrha just felt disgusted with herself. This was all her fault! If she hadn't walked away from Jaune on the roof that night, if she had stayed and told him to stop trying to do things on his own and that it didn't matter he snuck in… maybe this would never have happened.

But she held resentment in her too. Resentment towards Cardin and his delinquent teammates. They were just as responsible for this as she was. Why had Jaune even started hanging out with him in the first place?

At least Cardin got what was coming to him.

Pyrrha blinked at her own thoughts. Was that truly what she thought? How could she think such terrible things!? Yes, she abhorred the bully for his attitude and behavior, but to die at the claws of Grimm was something she'd never wish on anyone. Even a despicable cretin like him.

But remembering how Cardin just sat there while Jaune fought that monster… not even bothering to help…

The doors suddenly opened and all in the room looked up at the doctor with worried eyes.

"How is he doc?" Rojo asked, leaning forward in his seat. "He's gonna make it, right?"

The doctor removed his facemask with a heavy sigh. "Mister Arc has suffered severe aura exhaustion and blood loss." He began. "His right shoulder was dislocated, he sustained a concussion, heavy bruising on his chest, and his stomach suffered a near fatal puncture wound. By all means, he should be dead." He paused to look at them. "If it wasn't for your quick thinking he probably would be."

"Does that mean…?" Yang asked, though she was not willing to finish.

"Yes. Mister Arc will make a full recovery." He revealed with a smile.

The entire room rejoiced from the news. Most just let out large sighs of relief and slumped back in their chairs, (Nora celebrated by squeezing Ren and whooping joyfully), but Pyrrha was still very nervous.

"Can we… can we see him?" She asked, desperately wanting to be at her partner's side.

The doctor shook his head. "I'm sorry, but he needs to rest right now. The operation-"

"Please, doctor!" Nora whined dramatically, no longer clinging to Ren. "Even if Jaune's all sleepy, we want to let him know we're here for him! Whether he likes it or not!" Her tone was a strange mix of seriousness and joviality and left no room for debate.

The doctor and the teens stared at each other for a moment, before the doctor let out another sigh. "Teammates only." He said. "As soon as he's well enough the rest of you can come visit him, but for now only team members."

Yang looked ready to retort, but Rojo placed a hand on her shoulder and shook his head. The blonde gave team JNPR a sympathetic look before walking out with the rest of her team, minus Rojo.

The gunman simply gives the three of JNPR members a respectful nod, followed by tipping his hat to them and following after his team.

"If you'll follow me please." The doctor leads the three students to the room of their recovering comrade.

After a few minutes of walking through an empty hallway of identical doors, they stopped. The door was just like the rest they had passed, only this one lead to their leader and friend.

"Please be brief, Mister Arc needs his rest." The doctor opens the door for them and they walk in. He then closes the door and gives them the unasked privacy they need.

The sight that met Pyrrha was so surreal.

Jaune was lying on the hospital bed with a peaceful expression on his face. His stomach was hidden beneath the sheet but she could only assume it was covered in stitches and bandages. A massive bruise stretched across much of his chest, another token from the Grimm that nearly killed him. The consistent beeping of the heart monitor and the rhythmic rise and fall of his chest were the only things reminding Pyrrha that Jaune was still alive.

'_He looks so calm.'_ She thought, approaching the bed with careful steps. _'I wonder if he is dreaming.'_

Ren and Nora followed close behind the champion, taking just as much care as she was not to wake their slumbering leader.

They reached the edge of the bed and simply looked at him. The image of their friend just lying there robbed them of any words.

It lasted like that for a minute, then Ren placed a gentle hand on Pyrrha's shoulder. She looked over at her teammates, but they only gave her a nod before walking back out the door, leaving Pyrrha alone with Jaune.

She turned back to her leader and resumed staring at him. After a time, she felt a tear slid down her cheek and her throat tighten.

'_Get well soon, Jaune.'_ She thought to herself, afraid that if she spoke out loud he would wake up. _'Team JNPR misses its leader.'_

She leaned down and planted a gentle kiss on his forehead.

'_I miss our leader…'_ And with that Pyrrha reluctantly left her leader to his recovery.

* * *

**~o0o~**

* * *

'_Wha… where am I?'_ Cardin thought as he groggily regained consciousness.

He tried to recall what had happened to him, but a piercing headache robbed him of his focus. His skull was thumping like a drum, he reached up to press his hand against it, but found he couldn't.

Panic began to replace grogginess. Cardin looked down to see why, but it was too dark to see. He pulled at his restraints and was met with the sound of rattling chains. He tried to stand, but found his ankles had been similarly bound.

Cardin struggled against the chains, but could not break their hold of him. After what felt like hours he finally gave up, slumping over with heavy breath and sweat on his brow.

After a moment, he looked up at his surroundings but was greeted with complete darkness. Not a single mote of light could be found-

Cardin gave a sharp intake of breath when two small yellow lights flashed (what he assumed was) several yards away from him.

After a moment of panic, he noticed how similar they were to eyes. He frowned at this, his earlier apprehension fading away.

Cardin started to remember. His team… Forever Fall forest… Jaune…

Jaune. That dweeb had finally worked up the guts to stand up to Cardin. He must have had one of his teammates knock him while he was distracted, then bring him here as a kind of prank.

This had to be some kind of prank. That spineless wimp's way of getting back at Cardin. He was trying to scare him into apologizing or something. Not happening. "Hey!" He called out. "Let me out of here, you jerk!"

The glowing eyes, which he was convinced were actually fancy, glow-in-the-dark goggles, didn't budge an inch.

Cardin grit his teeth at the lack of response. "You deaf or something!? I said let… me… go…"

His words lost their vigor as another set of glowing eyes opened right above the current one, followed soon by a third set underneath.

The eyes blinked all at once before moving closer to the ground.

Then they started getting closer to Cardin.

They moved silently towards the ginger, taking their time as he tried to push himself as far away as he could. The chains held him in place however, and the most he could do was simply lean back.

When they were roughly two feet away the eyes changed course, moving along his right side. They circled the boy once, returning to his right after a minute of slowly orbiting him. Cardin was terrified at this point, not so much by the eyes, but by the eerie silence of this place and the air of hopelessness it held.

Two small hands suddenly grasped the sides of his face, pulling him down to the eyes' level. The hands were rough and covered in callouses, but their size was so dainty that they had to belong to a little kid. Or a midget.

The six eyes bore into Cardin's own two, judging him. They glowed dimly, and he could just barely make out something white between them. But before he could glean anything else about this mysterious person the light switched from yellow to orange as the two top most eyes flashed a bloody red.

The hands let go of his face and Cardin watched as the eyes quickly scuttled away, back into the darkness they came from.

He was alone again…

_Clickclickclickclickclick…._

Cardin's pupils shrank at the noise, something else was coming.

_Clickclickclickclickclick…_

Even though he could not see Cardin instinctively started searching for the source of the clicking, cold sweat dripping down his neck.

_Clickclickclickclickclick…_

It louder now, it must be close-

"OW!" Cardin yelped as something bit into the boy's palm. The unknown attacker withdrew itself as quickly as it had struck, leaving Cardin confused and in pain.

But Cardin suddenly noticed something.

The darkness was starting to _move_…

It swiveled and swirled about in front of him like the eye of a hurricane. Then six burning spheres emerged from within the vortex of shadows, arranged in a way that resembled the eyes he had seen moments ago.

Only these eyes were massive and burned with white fire.

They glared down at him with sadistic mirth, taking joy in his confusion and rising fear.

Then the laughter came, and Cardin Winchester knew only pain…

* * *

**~o0o~**

* * *

The little Seer crawled up the lip of the pit with the grace of a spider. It approached the Overlord, scurrying about on all-fours like an animal, and looked up with unblinking yellow eyes.

'_How long will it take?'_ The Overlord asked.

The silent Thrall's highest eyes turned red in response. _Not long_. The Overlord dismissed the Thrall once it told it this, watching it skitter away before turning its attention back to the pit the Tracker was languishing in.

When Silver had returned to the Gulch with an unconscious Dustling with her and a plan to make it into a Thrall, it almost denied her.

But then the Overlord remembered Flinch, how it had abducted her from the north and made her its slave. She had been a Hunter, a being far more deadly than any lone Tracker, and the Overlord had bent her to its will.

What Silver proposed was both similar and different from what the Overlord had done to Flinch. The Tracker would serve them, but without any will of its own. It would provide them with both an able body Thrall and valuable information concerning the Deliverer.

A very cunning plan.

It permitted the Tracker to become a Thrall but the process would be overseen with caution. The Tracker would be separated from the regular Dustling stock and held within a pit where escape was impossible for those who did not know where to climb and light had never shone.

Silver agreed to these terms and the Thrall was taken down by a pair of Thralls.

It was about then that the Overlord noticed how Silver was swaying side to side slightly. Curious, it asked her if she was feeling well, to which she replied _"I'm just feeling a bit tip- _BURP!_-sy is all, Daddy."_

The smell of red sap revealed the culprit. She was drunk.

She would regret that decision when she woke. The sap brings ecstasy but also departs with it, leaving behind aching skulls and shivering bones.

Maybe now she would think before indulging herself next time.

But this is another matter.

Her intoxicated state made the Overlord highly doubtful to her devising the plan on her own. Red sap dulls the mind, after all.

She revealed that it was in fact Pup that came up with the plan, explaining it through sharing memories and emotions.

The Overlord was surprised, but not greatly. Pup had always shown high intelligence through its actions. That it was capable of conceiving a plan of this degree would not be unexpected.

Screams echoed from the pit, filled with terror and agony.

This Tracker did not possess the will Flinch once did, and the Seer had decreed it would not be long before the Dustling was ready.

The Overlord was pleased to know this. It was quite eager to learn what the Tracker knew about the Deliverer.

* * *

**Author's Note: And there it is, the chapter were everyone's hated bully is given a lesson in karma. Only this time he's going to lose his will and become a Thrall to the monsters he was training to fight, ironic, huh? I had a lot of fun writing this and hope you had fun reading it.**

**Hope I surprised you all with what I did with Jaune there. I was originally going to do it with a normal bear showing up instead of an ursa, then have Pup leap out and kill it before turning to CRDN and Jaune, but that seemed a bit too silly.**

**Now, before any of you go on about how Rojo just releaved he was the survivor of the Red Railways (what you think of the name, by the way, like it?) remember, he doesn't go into detail about the wreck, HE ONLY SAYS THAT IT WAS A TERRIBLE TRAGEDY AND THAT THE FOREVER FALLS IS BAD. HE MAKES NO MENTION OF BEING APART OF THE EVENT.**

**Now, here's a little bit of info about Thralls, primarily Seers.**

**Despite being able to hear the mental thoughts of the Overlord and Silver Thralls are incapable of responding to them in a similar manner. Like other Grimm, they can only convey basic feelings through this link and are unable to form coherent mental messages to each other or their Master and fellow Grimm. Regular Thralls are able to work around this by speaking verbally, but Seers have had to develop a crude signal system using their eyes.**

**Here are a few of these signals and their translated meanings.**

**All right eyes yellow but left eyes red: Yes**

**All left eyes yellow but right eyes red: No**

**All red: Not ready to be Thrall**

**Flashing between red and yellow rapidly: ready to be Thrall**

**Bottom set yellow but middle and top sets red: Will take long before ready.**

**Bottom and middle sets yellow but top set red: Will not take long.**

**(These are only a few examples, the Seers utilize many more types of signals.)**

**As always, Please Fav, Follow, and Review. Thank You!**

**DeadRich18 Out!**


	16. Chapter 15: Are You Not Entertained?

**I do not own RWBY. I do however own the Original Characters.**

**I am super proud of this one! It took me some time, but here it is.**

**On another note, I am happy to announce ANOTHER artist has begun doing art work for Grimm Heir. Saint-14 on DeivantArt has drawn some amazing sketches of the Thrall masks that I am very impressed with and hope you will be to. Go check out his work after or before you start this story.**

**Before we start I would also like to clear something up. In light of the recent episodes and World of Remnant videos, I have come to the conclusion that the Outlier communities that live outside the Kingdoms are far less technological than the Kingdoms are.**

**I know there's that scene with the faunus and the T.V setup in the Vacuo Outback, but that does not disprove my point. Remember, there was only ONE van in that shot and about three people, meaning they could have easily been just camping, or even been going to/coming back from visiting people outside the Kingdom. Not to mention the village Qrow visits in his story doesn't look like it was built by modern means.**

**This is something I feel a lot of people forget: RWBY is a MIX of BOTH fantasy and sci-fi. Just because we see a bunch of tech in the kingdoms doesn't mean it's the same for everyone.**

**But what about Grimmsbane, you might ask. Wasn't that really techy with its robot bodyguards? The settlement had been founded by ex-Atlas military personnel, some of who were engineers. They used their training and whatever materials they found and brought with them to make Grimmsbane what it was.**

**So to clarify: The Outliers don't not have technology, they just don't have as much as the Kingdom's do. Make sense?**

**I just wanted to get that out of the way. It's been bugging for a while now.**

**Answer Time!**

**Thorfaxdragonkin: I could do that…**

**LordGhostStriker: Doesn't really answer my question. Shame you don't like it. Remember, No ORDNIARY Grimm can use Aura, only Silver, Pup, and Thralls are capable of it.**

**TheDeathly-Z: Can't tell you anything about that, sorry man. I did check that theory out, it was interesting but not the same as mine. In mine, the Moon created Grimm and man when it was shattered and the pieces fell to Remnant. To a degree, this means all live (minus plants) on Remnant is related to each other. How this happened or why will have to wait for another time.**

**GameboyNinjaUltimate Icarus: That chapter was something I had been dying to write for a while now. At first, I was going have Pup finding Jaune and Cardin's be an accident. Pup's hunting a bear (a regular one) and the bear sniffs out the sap on Cardin's armor. Bear enters the clearing but Pup jumps out and snaps its neck before turning to address the five kids. Suffice it to say, the way I did end up writing it was a lot more plausible and fun. Happy you liked it.**

**Quebecprim: Happy to hear that!**

**Mysterious Man: Not a bad idea…**

**Guest: You'll find out soon. Also, Roman POV is on the way.**

**Gaara king of the sand: I am happy you enjoyed the way I wrote the chapter, hope you enjoy this one too.**

**Dragon Blitz 85: Thanks.**

**Lightblade23:… How the heck did you come to that conclusion? Deliverer is Yang.**

**Shadow Walker of Fire: I will come back to on that at a later date. What conspiracies would you suggest? He will in time.**

**BearNotGrylls: I am happy that my story continues to impress and entertain both you and everyone else.**

**The Weeping Prophet: He is a very strong individual.**

**SlurpthisStuff:**

**1\. No, she would not.**

**2\. It would depend if he figured out she was also the Siren.**

**3\. That would be a bit tricky… have to see how the story progresses first.**

**Guest: Probably not.**

**Antex-The Legendary Zoroak: **

**Chapter 1. I try my best to make sure it is.**

**Chapter 2. We can only hope!**

**Chapter 3. Indeed it does.**

**Chapter 10. Happy you like. Great song.**

**Chapter 11. Oh dear indeed. Chompers don't have the mouth tentacles like the graboids do though.**

**Chapter 12. The dream part was fun to write, everything else, I had to force myself to. Happy you and a lot of other people enjoyed it. Ruby and Silver are not separate or warring entities, the light in that chapter was a different entity all together.**

**Chapter 13. Are you referring to her dress or her actual physical condition? Dress is the one the Overlord made for her during her Vale murder spree. If it was her physical appearance… wait and find out.**

**Chapter 14. Glad to hear that.**

**Chapter 15. Here's the update, hope you like it!**

**The unsung antihero: I am happy it has piqued your interest and terrified your psyche.**

**Grubk1ng: Maybe, maybe not.**

**The Truth of Words: That's what everyone is waiting for.**

**6thKazekage: Not a problem, man.**

**1\. They are made to kill and kill is what they do.**

**2\. Isn't everyone a little scared of their boss?**

**3\. The RWBY world makes that scenario happen a lot, what with aura and everything. But what people forget is that Neo isn't some big brawler, she's an assassin, a spy. Long fights against numerous enemies aren't her thing, at least in my opinion.**

**4\. He's being real careful with this.**

**5\. Of course, with the new episodes, plenty of people are going to start saying I fucked up. Let me just say, I already have a theory for how Cinder's little Grimm glove, WHICH I AM NOT GOING TO REVEAL AT THIS TIME.**

**6\. Cliffhangers either suck or don't.**

**7\. I'm happy you thought I did such a good job with them, I was worried I didn't do a good job with how I used them.**

**8\. She don't like people smack talking her Master… dear God that sounds wrong.**

**9\. Happy you liked it, with a lot of things in this chapter, I was really worried people would get pissed off by that. Think I did something really out of character for the Overlord.**

**10\. They were enthralled before the Overlord intervened. What do you think Silver was doing the whole time?**

**11\. He already stated they were a means to an end, betrayal should be expected. Though the star wars comparison was really funny.**

**12\. Thank you, main focus is on these two after all.**

**13\. Always a good thing!**

**14\. Yeah… seems like yesterday I was writing about how she slaughtered those three Trackers.**

**15\. Thanks, I wanted to tie Pup into the story in a way that felt believable.**

**16\. Yes.**

**17\. Originally, it was going to be a stoned Silver, but drunk is funnier.**

**18\. Cardin's mask will be the same as the other Thralls, (but as we've seen, time has some interesting effects on Grimm appearance, who's to say his Aura won't… accelerate the process?) You forget, the Red Wolves are seen as a splinter faction of the White Fang, a faunus organization. If people saw a human with them, (Flinch is like the Wolves' Cinder, thought the comparison is poor) they would grow suspicious. Don't worry, he'll still play a role in the future.**

**Miner249er: You'll find out later, I assure you.**

**Four Chaos Gods Drinking Beer: Thanks, it's nice to hear from a fellow writer.**

**1\. She technically already is a Thrall Master, she's just below the Overlord and Silver in the Thrall command structure.**

**2\. Only time will tell.**

**3\. Totally.**

**4\. Probably not. Grunts make me think of Halo.**

**Guest: All these questions shall be answered in time.**

**Lord-of-Change: Well, I hope you like this one as much as the rest.**

**Zaegan: Thank you.**

**Foreteller of Three: Jesus indeed. And don't worry, I plan to keep the fuel flowing.**

**Jonvincentsiquijor: Thank you.**

**Procrastinator: Welcome to the club! Entry fee is your sanity and morality.**

**Souldrive: Underlings do have a habit of mirroring their Master's views. Only time will tell if that happens.**

**Guest: Just updated. Happy to hear you like it so much.**

**DragonTurle3:**

**Chapter 2. I'm still thinking on the creeps, probably something the Overlord did when he was on the sap. If you have caught up with all the chapters, you'll know I already have used my own Grimm. Whether I use that or not is up to debate.**

**Chapter 3. I'm happy you realized that. Also, while an Ursa is tough they aren't exactly the strongest Grimm. We've seen them get taken down plenty of times already. And the tombstalkers LOSE their venom when they get older, not to mention they are super rare.**

**Chapter 4. The population question is a good one. You'll get a bit of an explanation in this chapter, but first you need to understand something. The Thralls operate primarily on the eastern half of the Vytal continent. Not all the villages they attacked were completely destroyed, often leaving survivors to retell what happened in order to spread fear and distrust. The only time the Thralls left the continent was to attack the Schnee Quarry, which was framed as White Fang, not Red Wolf.**

**Don't forget, they still possessed airships and boats for transportation. Even with trains out for a few years, travel between kingdoms would not be that greatly affected. Trade was probably the hardest hit as you suggested, but I am going to assume that goods are primarily transported by ships since that is safer. The Governments of Vale and Vacuo may have actually just abandoned the tracks connecting their kingdoms due to the reasons you just mentioned, leaving trains to transport people living just outside their kingdoms' borders into and around them.**

**You pretty much figure out the answer to your next question. Though I'm sure plenty of people would have found such a meeting amusing. And no, Silver has been exposed to no Dustling music or art.**

**Chapter 5. I'm a big 40k fan, gave me a lot of inspiration.**

**To put it simply, I'm basically going with this: her identity and duty as a Huntress prevented her from giving in. But after all the psychological and physical abuse she suffered her mind suppressed the identity of Huntress Vanessa Leto in an attempt to find a way out of the torture. Also, (I've explained this before,) THERE IS A RANGE LIMIT TO HIS REMOTE CONTROL! His physical body is completely vulnerable when he is in this state as well, since he is literally placing his consciousness inside another creature. Also, no mind control as you figured out later, Flinch just has a… unique personality and world view due to her treatment. She is resentful to her own people because they complain about the most mundane things while she was brutally tortured. Also, no one has ever spent as much time as Flinch has with Grimm. The effects of this exposure could be more surprising than you think.**

**Chapter 6. Thank you, it's always a gamble when you try to connect canon characters with your own events, either readers love it or they hate it. You know, I actually didn't think about that with Blake… YOU'VE JUST GIVEN ME AN IDEA FOR SOME GREAT FUTURE DIALOUGE!**

**I gave you an explaination already, also keep reading to get a better grip. She doesn't "command" them, not really. They only listen to her because of the mark the Overlord drew on her dress, remember? The one he said would let the Grimm know she's on their side?**

**They can only do this with individuals who have been harboring negative emotions for prolonged amounts of time. The reason is because I would get a shit ton of reviews saying how stupid and OP they were if I didn't. It's my way of giving reader's an understanding of certain elements that would otherwise be out of place exposition. (I know this seems like just that, but it's how I do things.) It wasn't any conversation with Silver, remember she was up in Mantle when this happened. I actually gave the explanation in the chapter. And the difference is the Thralls are just that, thralls. Silver is going to be the next ruler of the Grimm, not an obedient drone like the Thralls.**

**Chapter 9. That is a pretty awesome name. I might tweak it a bit so it's a little easier to pronounce; maybe like Weewilmurks or something. Very interesting story behind that too, really badass, (might use the serpent's name too). Thank you for the compliant on world building. An established setting is always helpful to the story.**

**Omegazeroinfi: I am sorry to hear you had a difficult time with figuring out the timeline. I thought I made it pretty clear in the prologue that this was happening thirteen years before the show. The forward flashes were done only three times. And the year thing is an indicator of how much time as passed between chapters. I don't believe I derailed much, they lasted only a short time. I am pretty sure everyone is happy it's caught up, now the real fun starts.**

**PinwheelGrizzly: I understand that it was a bit difficult for some of my readers to get a grasp on the time skips and I apologize for that. I did not want the dates to be too precise, originally, it would just be, 'Years later…' An accurate timeline is something I don't want to use because they might actually use it in the show someday.**

**Don't worry, I'll be sure to write a short Omake chapter about the exploits of drunk Silver at a later date.**

**NatsuThebadass: Well your patience has paid off, here you go!**

**Man, that was a lot of reviews, anyway, I hope you enjoy the chapter!**

* * *

**Grimm Heir**

**Chapter Fifteen: Are You Not Entertained!?**

Flinch felt a strange mixture of amusement and fear as she walked towards Mistress's favored slumbering spot. The girl had acted like she was drunk when she returned with Pup and that prisoner, the behavior confused the slave to a great degree.

Then Master told Flinch that she actually _was_ drunk.

After Mistress finally passed out and was carried off by Pup, Master told Flinch she would wake up the next day with a mind-numbing headache and a violent temper. To rectify this, Flinch was tasked with bringing Mistress a bizarre concoction brewed by Master himself, a spectacle that Flinch had the honor of witnessing.

The process was mundane, but the ingredients for the elixir were rather peculiar in their specification.

Thirty spores of the brightest ceiling fungi and eight petals plucked from the eight reddest roses in the Gulch mashed into a thick paste, mixed in the water of the coldest stream in the caverns and then boiled until bubbles frothed out.

The result was a deep purple liquid that stung the nostrils so horridly a single whiff was enough to make Flinch's eyes water. Despite its pungent odor Master insisted it would relieve Mistress of both her headache and grogginess. Just three gulps of the stuff were all Mistress needed to rid herself of her hangover and give her the energy to greet the day.

The only trouble would be getting Mistress to drink it without being ripped apart.

Flinch turned to ever present guard. "Armor, if the need arises, would you be able to hold Mistress down long enough for me get her to drink this?" She held up the flask of elixir for it to see.

The beowolf growled in what Flinch had come to understand as affirmation. The slave felt herself relax a bit at this, but only a little. She couldn't afford to be careless with this task; an irate Mistress was a force to be reckoned with.

The two reached the side of Mistress's ledge. It was a mostly barren cliff face, save for a few grips running up its surface. The grips were spread far from one another and very shallow. For most humans, it was impossible to climb up this vertical path, which was likely the reason why Mistress favored this cliff.

Only Master and a few Grimm could ascend the wall without effort. They were large enough to reach the grips and possessed the strength to keep their hold on them.

Armor was already climbing up the path, swiftly scaling the cliff-side as if it was running.

Flinch could not climb as her guardian did, but she could still reach the top. Unfurling BudemVor, she gently lashes it towards the ledge's top. Though lazily struck, the whip seeks out its destination and anchors its tip into the stony edge. Giving the whip a strong tug to make sure it was secure, Flinch uses BudemVor to shuffle up the cliff and reach its top.

At the top, Flinch takes a moment to yank BudemVor's tip out of the stone floor. Once the whip was unanchored the slave looked for, and quickly found, her mistress.

She had her back to them, curled up in her cloak and still asleep, and using Pup's body like a giant pillow. Pup, however, was wide awake and eyed the two warily, ears pressed down and lips pulled back in a silent snarl.

Flinch held up her hands to try and pacify the hybrid. "Peace, Pup," she whispers, not wanting to disturb Mistress and ruin her chance to finish this quickly. "We are here on Master's orders. He desires that Mistress drink this." Flinch points to the flask in her hand which the hybrid eyes suspiciously.

Flinch wanted to sigh. Since he arrived with Mistress all those years ago Pup had been protective of her. Whenever Mistress went to sleep with him he would remain awake for hours to make sure nothing would harm her as they slept.

It had been adorable the first few times Flinch had stumbled upon them, but the novelty of it had long since passed.

Ever since Mistress had entered that depression a couple months back, Pup was becoming very particular with who he let near Mistress.

And right now, it appeared Flinch was not one of them.

Luckily, Flinch knew how to change that.

"Pup, please," the slave begged in a pleading voice. "I know you wish to protect Mistress but she must drink this. If she does not she will suffer great pain." Her words got a reaction from the wolf, who hesitated at the mention of Mistress suffering.

Now to drive it in. "She has been poisoned, Pup, and this potion is the only cure. I only wa-AIE!?"

Flinch was barely able to dodge the quill that had been aiming straight for her head. Done more out of reflex than awareness, the dodge was sloppy and resulted in Flinch falling on her rear.

"Why are you being so loud!?" The tired and irritated voice of Mistress growled out from beneath her tattered cloak. "I'm trying to slee- OOOWWWWW…."

Mistress clutched her head in her massive claws, rocking back and forth to try and relieve the pain, but the movement only made it worse. "Why does it feel like a mammoth stepped on my head?" She painfully moaned, before yowling a second time. "And why can't I speak!?"

Flinch blinked. "B-but y-you are speaking, Mis-EEK!" She ducked her head as another quill was launched at her.

"NOT THIS KIND, YOU INANE SLAVE! ARRGGHHH!" Mistress screamed in rage and agony. Her claws glowed around her head as she tried to alleviate the pain with her aura, but it did not appear to be working.

Armor advanced on the writhing girl, but a snarling Pup forced it to step back. Flinch was somewhat grateful for that, Armor wouldn't be able to restrain Mistress at this point with the element of surprise gone. Flinch would have simply offer the drink to her and pray she was willing to take it.

"M-Mistress-" She stuttered out.

"WHAT!?" Mistress snapped, swirling herself around to face Flinch, silver eyes burning annoyance and red claws brandished.

"M-M-Mas-ster w-wa-wanted me t-t-t-to bring you th-this," Flinch held out the flask with shaky hands. "I-it will help w-with t-the p-pain."

Before Flinch could blink Mistress was already in front of her. The smaller girl snatched the flask from her hands and chugged it down. Flinch watched as the liquid traveled down her throat in consistent gulps, well over the required amount.

When done, Mistress coughed and hacked violently as she finally realized what she had just swallowed tasted just as terrible as it smelled.

"What was that!?" She questioned, her earlier anger still present but the tiredness absent. "Augh! It tasted awful!"

Flinch bowed her head. "A-apologies for the taste, Mistress, but Master said it would help you when you woke up."

Mistress growled at the answer, but stopped after a moment and took a deep, clearly aggravated, breath. "Is this all you were sent to do, Flinch?" She spoke slowly, her waking anger subsiding but still present in her voice. "Was having me drink that wretched brew the only thing you were tasked with, or is there more?"

Flinch quickly stood back up from where she had fallen and bowed to Mistress again. "No, Mistress. I was only charged with ensuring you drank the brew," Flinch answered as calmly as she could. "With your permission, may I take my leave?" Flinch looked up from her bow, waiting for her answer.

Mistress rolled her eyes and dismissed the slave with a lazy wave of her claw. "Thank you, Mistress."

Leaving the cliff was far easier than it was to climb it. The slave and guard jumped off the edge and landed safely at the bottom. Flinch gave the cliff top one more look before she left to take care of her other duties.

Pulling out her Scroll as she walked, Flinch reviewed a list of the supplies that had been delivered by the White Fang. Since the meeting, the supplies had been arriving at a weekly basis, delivered to the collapsed lair in large shipping containers.

The armories of the lairs, once sparse, were now stocked full with rifles, swords, rocket launchers, axes, and so much more. A few even held transforming weapons, used by the lairs' senior Thralls. Heavy machine guns were placed on the walls and chokepoints of the lairs, with mines scattered about outside.

Crates of ammunition, Dust and regular, were delivered with these armaments, ensuring there would be no shortage of bullets. All Dust rounds, grenades, and rockets were corrupted by Mistress after being secured, granting them a potency that outclassed any other known Dust munition.

Perhaps the most useful things to come from these deliveries however were the vehicles.

The Thralls already possessed their own Bullhead transports by the time of the meeting, but only a dozen of them. They were taken from White Fang camps and Kingdom security outposts during the first months of raiding, along with everything and everyone else at the outposts.

But unlike those terrorists or their kingdom cousins the Outliers were of a more… rustic disposition. Machines were a rarity among their communities, horses and wagons were used in place of cars and only one in three men owned an actual gun, one in ten owned modern variants.

Yes, the Thralls stole horses along with everything else and rode them into future raids, but they were a burden as much as a boon. They needed food, water, and tending. Many were young and skittish farm animals, not used to having a body on their back or the clamor of combat. Training them was a hassle, as barely any of the Thralls knew how to even ride a horse, let alone train one.

Most were simply used as pack animals instead, hooked up to stolen wagons to transport the loot and prisoners back to the lairs. But this was still a difficult task, as the lairs were hidden deep in the wilds with no flat roads for wagons to easily travel over.

Many of the lairs' entrances were impossible for the equines to even reach, wagon or no. This forced the Thralls to travel to and fro between lair and the wagons for varying lengths of time, depositing loot and prisoners into the hidden bases. This would then be followed with several Thralls having to lead the horses to hidden stables, guarded by chompers to deter predators from an easy meal. There, they ate, slept, and shat until they were needed for another raid.

Now, with the deliveries from the White Fang including vehicles, the Thralls had no need for horses and Master ordered them set loose, (though the weaker ones had been butchered for food for both Flinch and Mistress).

Recognizing their preference to quick hit-and-run assaults, Cinder Falls saw to it that the White Fang supplied the Thralls with Bullheads, all-terrain assault buggies, ATVs, and motorcycles for use in their attacks along with trucks to carry their loot and raiders, (so long as they only targeted human settlements from now on, though the White Fang said nothing about caravans). Their addition to the Thrall motor pools saw raiders return faster and with more loot and slaves than they ever could with just wagons and horses.

Of course, this increased efficiency also rose their notoriety substantially.

Villages were abandoned, caravan routes changed. Many Outliers left for the western half of the continent, where the Thrall presence was diminished. They sought shelter in the sands around the Kingdom of Vacuo, away from the horrors of the east. Some tried to travel northeast, towards Vale. But as Cinder had mentioned, while their existence had become common knowledge among the Outlier communities many of their actions were still only whispered of in the kingdoms.

From reports sent in by the Thralls in Vale, the Kingdom's council was doing everything in its power to censor any mention of the Red Wolves. They were even turning refugees away out of fear they would spread word of the Wolves among the local populace and cause a panic.

A foolish and short-sighted action made by the ignorant to blind themselves to danger rather than address it. An act of hubris, her master called it, one that shielded the Thralls from those actually capable of posing a threat to their operations.

Flinch found the irony of it quite amusing.

For soon, Vale's rulers would pay for their arrogance in blood.

The 'Red Wolves' had grown strong and feared thanks to the White Fang and their supply drops. Their ignorant partner that sought only their support in breaching Vale and the devices used to 'control' Grimm.

Just the thought that they believed mere humans and faunus could control Grimm with a little trinket brought a smile to Flinch's face. It had been her idea, the 'nullifier devices'. Master had instructed her with coming up with a way to explain the Thralls' 'control' over the Grimm to the White Fang, her punishment for allowing that woman to escape.

It had taken her until the last day before the meeting before she came up with a believable lie.

'A portable device that nullifies the user's emotions to the Grimm and masked them in a passive energy field that fools the Grimm into believing the user is a Grimm too. It can even be set so that Grimm will obey the commands of the user. It does this by tapping into the user's aura reserves and augmenting it so that when a Grimm is within a certain range it will enter its body and immediately pacify the beast.'

She couldn't help but let out a short laugh at the description she had made up for those little scraps of metal. Flinch had used every scientific word she could remember to make it sound plausible to those animals, and it worked! The fools actually thought those little badges were capable of something that no non-Grimm could ever achieve.

Even Flinch held no _real_ sway with the creatures, her master's mark upon her dress was the only reason the Grimm listened to her. Just as the White Fang was given 'control' over the Grimm because her master decreed them to be an ally, it was only her master's will that kept the Grimm from killing the White Fang and her.

The only difference being, the White Fang were a means to an end, and once that end came so would theirs.

Flinch would continue to serve both Master and Mistress long after that. For she was an obedient and useful slave. The first and only true slave of the Grimm. For even though she was bound to her master she still possessed her mind, something that all Thralls lost the moment they were masked.

And soon another Thrall would be made. One unlike any other.

For this Thrall would possess the training and power of a Huntsman initiate.

Flinch had to admit, it was an exciting development. Huntsmen and Huntresses were the fiercest and most renowned warriors the world over. A single Huntsman could slay hundreds of Grimm before fatigue finally set in, and kill dozens more even after that.

Even the children still undergoing the training to become Huntsmen and Huntresses were remarkable fighters, and their skill only grew with each day spent training at one of the four academies.

So great are these warriors, these mighty protectors, that some believe them to be nigh invincible.

Utter nonsense.

Upon the Beacon initiation test two months back, almost thirty of these strong, capable warriors were butchered within minutes of each other by the new Grimm Mistress created. The death toll could have been even higher, but Mistress did not want to slaughter too many of them. After all, who would speak of the terrible massacre, spread the fear and horror of what happened, if there were none alive to speak?

Though, Mistress did behave a bit differently than she normally did when Flinch had returned from inspecting the lairs. She was reserved and somber, far from her usual energetic self, but this was neither here nor there.

This Thrall-to-be was special. It had been one of the few initiates to actually survive Mistress's Grimm, making it an even greater prize for the Overseer.

For such a strong and cunning warrior would make an excellent Thrall.

As a human, the child was restricted by emotion and morality, bound by the standards and rules of society. As a Thrall, it would be freed from these restraints and become a menace to all that stood before it and its master.

Soon, it would be ready…

* * *

**~o0o~**

* * *

'_That is all you know?'_

The freshly enthralled Tracker nodded. "Yes, my master. That is all this one knows about the Deliverer."

'_Surely there must be more,'_ Silver said. _'Do its memories hold anything we can use? Weaknesses? Exploitable habits?'_

It shook its head. "I apologize, Mistress, but all that remains in this Dustling's head about the Deliverer are lewd fantasies about its breasts."

Flinch crossed her arms over her chest. "Disgusting beast," She muttered.

The Overlord was silent in its thoughts. As theorized, the Tracker did possess information about the Deliverer, but it was far more limited than originally hoped.

All it knew was that the Deliverer's pack was considered one of the best new Tracker packs. That she did not shy away from combat, and fought with the strength of ten bears. Her appearance saw to her being lusted over by nearly every adolescent male in their lair, and that she would fly in a rage if any harm befalls her golden mane.

Out of all this, the only useable piece of information seemed to be her strange protectiveness of her mane. Rage was a double-edged weapon in combat, it helps as much as it hurts. It makes one stronger but more prone to leaving openings in their defense.

Perhaps it should instruct the Thralls to taunt and mock the Deliverer if they ever encounter her. See if words affect her as much as a blade and how many it would take to send her into a blind fury. Dustlings can be very vain creatures sometimes, and it would not be the first time the Overlord heard about a Dustling killing someone for insulting their appearance.

"What about the city." Flinch inquires, "Does it know anything that might help Master assault it?"

The Thrall was silent for a moment, looking over the memories of the Dustling host. "There is one thing that could be of some import. An event called the Vytal Festival is to be held in Vale at the dawn of autumn. Many Dustlings will be there, from all over the world."

From all over the world? Wait… _'Is this event heralded by a floating island?'_ The Overlord asked, _'One made of metal and crystal?'_

The Thrall nods, "Yes, my master. It is an arena where Trackers fight one another for the amusement of others."

'_Why make an arena that flies?'_ Silver questions with a tilted head. _'Isn't that a huge waste of resources? What's wrong with having one that remains on the ground?'_

"It is-" The Thrall was about to answer again, but the raised hand of the Overlord silenced it.

'_Enough,'_ it said. _'I have heard all I want for now. I will speak with you more at a later time. For now, Silver,'_ its heir looked up at it, awaiting its word. _'Tell Flinch I wish for this Thrall to be tested and require six of our strongest slaves. Ones that were difficult to capture preferably. They must all be from separate nests and…'_

Dutifully, Silver relayed the Overlord's instructions to Flinch. Once finished, the slave looked at her master and bowed respectfully before leaving. As Flinch walked away, the Overlord turned to the Tracker Thrall and gave it a hard look, causing it to lower its head in both respect and fear. _'You were a disappointing informant, Thrall. '_ It visibly flinched at this proclamation. _'Let us see if you have any worth in combat.'_

With that, the Overlord left with Silver in tow.

This new information, limited it may be, gave the Overlord a better understanding to what that Dustling Cinder was planning.

She planned to attack during a time of great convergence, a time that came once every two years and never the same place twice. This mysterious occurrence was heralded by the appearance of an artificial island that sits in the sky, hovering above the nests of Dustlings, aircraft buzzing about it like hornets around a hive.

It knew not the reason for these gatherings, nor did it truly care, but it did know that the more Dustlings a nest holds the more warriors it has to protect them. And hearing that it was a place of combat between Trackers only proved it right.

They were to assault a nest, one of the four oldest nests Dustlings ever built, when it is housed with scores of battle ready Trackers and Moon above knows how many Hunters.

It would need to order attacks along the border of the nest to draw them away. The plight of their less protected kin will lure them away from the true threat, giving the Grimm enough time to establish a foothold for reinforcements.

The Overlord looked down at its daughter and recalled for the thousandth time how proud it was of her. It did not know what brought this bout of pride; perhaps a subconscious reminder that she would rule the Grimm one day.

And if this incursion was successful, she would have a million less Dustlings to challenge her.

* * *

**~o0o~**

* * *

"Get in there, slave!" The Red Wolf roughly shoved Jackson forward, causing the man to trip over a rock and fall over an edge he did not know was there.

Jackson grunted in slight pain as he lifted himself up. Once he was on his knees he reached for the bag covering his head and tore it off so he could glare up at the Wolf that had brought him here.

But she was not there, she had already left to do whatever else those damn bastards did when they weren't torturing people.

"Hey, you okay?" Jackson turned to the sound of the new voice, meeting the face of a concerned faunus sporting ram horns. He offered Jackson a hand, which he took and hoisted himself up.

"Yeah," He said. "I'm fine. Where are we?"

The faunus shrugged. "Your guess is as good as mine."

Jackson then noticed four other people standing around them. Three of them were human men, while the other was a woman and a faunus like the man who helped him up. They all were very strong looking, a sign of being recently captured, something Jackson had caught onto when he was caught little over a week ago.

One of the men was bald with dark skin and an imposing stature. He had no shirt on, a common occurrence for many prisoners, and his trousers were ragged and worn. Scars lined his broad chest, from combat or torture it was hard to say, but they gave him an imposing look.

In comparison, the other two men were far skinner, but in different ways. The one with one eye and short blonde hair had a runner's body, thin but wiry. The other one had a more average sized body, similar to Jackson's own, though he lacked the salt and pepper hair coloring the ageing militia leader held.

The faunus woman was by far the fiercest looking one. Her lithe body coursed with muscle, rippled and taut. Two coyote ears rested atop her head, poking out of her wheat colored hair. Her eyes were yellow and feral, filled with fear and anger, giving her an air of unpredictability.

'_She was probably just caught today, or tonight.'_ It was impossible to tell if it was day or night in this place.

It was after he had observed the woman that Jackson took notice of the place they were in.

It looked like a sort of stadium or arena. The six of them were all standing in a large, circular pit at least ten feet deep. Lining the edges of the pit were glowing plants that cast the whole place in a dim blue light. He could see no way out of the pit except maybe climbing, but there was no way of knowing if the plants could hold his weight. The ground beneath his feet felt extremely soft, like sand, something Jackson actually welcomed after days of cold stone.

"What's your name?" The question snapped the man from his observations.

"What?" He turned to face the ram faunus that helped him up.

"What's your name?" He repeated. "Mine's Bill."

"Jackson," He answered, then gestured to the others. "You know 'em?"

Bill shook his head, "haven't seen them in my group before, so no."

"I am Garts," said the dark skinned man. "I was the leader of my caravan before the Wolves took us."

"Eddy," said the blonde man. "Guy next to me is Gray. Our villages were pretty close to each other, kept us both safe from the Grimm but not the Red Wolves. What about you, lady? What's your story?"

The faunus woman gave the man a dangerous look. "Outlaw." She said simply, but it earned her a cautious glare from everyone.

"I'm from a village west of Vale," Bill said, trying to return to the original conversation. "Was the deputy before I got caught, what about you old-timer?"

Jackson gave him a look for that comment, but answered. "Militia leader," he said, "Tried to mount a rescue after they took some of our people."

"Heh, did a great at that." The woman smirked sarcastically.

"Now you listen here-"

"I see our last contestant has arrived." All six turn towards the source of the voice, all having heard it at least once since their captures.

She approached from the far end of the arena, flanked by two Wolves holding rifles and an armored beowolf behind her. Clad in a gothic-style dress of black and white, she strode up to the six with a fake smile on her face. Everyone knew this woman, Jackson doubted there were many prisoners that hadn't seen her or at least heard about her from other prisoners. She was the Overseer, the one in charge of this whole thing.

And if she was here, then something bad was sure to follow.

Once she was ten yards away the outlaw let out a scream and charged her. The faunus didn't get very far though, as the Overseer quickly unfurled her whip and lashed it towards the outlaw. The black cord shot forward like a thunder bolt and wrapped itself around the faunus's neck, sending her falling to the ground as she clawed at the cord strangling her.

"Now, now, there's no need for that." The Overseer said with venomous sweetness as the outlaw struggled. "You'll need all your strength if you want to earn back your freedom." With a flick of her arm, the whip released the outlaw, who coughed as she gasped in air.

The rest of them could care less about the outlaw's state right now though, their focus was on the words the Overseer had just said, specifically the last four.

Her smile widened at the looks on all their faces, "I thought that would interest you. Today, you will all have the chance to win not just your freedom, but your village's and clan's freedom too."

Jackson couldn't believe what he was hearing. A chance to free himself and everyone from his village? The Red Wolves had never shown any sort of mercy or kindness to any of the prisoners before, so why would they offer them something as precious as freedom?

It had to be a trick, and the others seemed to think so too. "Everyone we know goes free?" Eddy repeated with a sneer. "Yeah right, next you'll say you're sorry for torturing and killing us. We aren't stupid, lady, we know how you Red Wolves work." The others nodded their heads in agreement.

The Overseer gave a short chuckle at his words. "Believe me or don't," she said. "It makes no difference to me." She snaps her fingers and the beowolf that had been standing behind the three starting moving towards the five men.

It didn't stop in its stride as it grabbed onto the outlaw's leg and dragged her back to the others. As the woman struggled against its iron grip, Jackson noticed it held something else.

A large duffle bag was tucked beneath the Grimm's right arm. What it held he could only guess, but considering what she had just told them, it was likely something to do with getting out of this place.

The five men backed away when the beowolf was just three yards away. It glared at them menacingly for a moment, then threw the outlaw in front of them and dropped the duffle bag next to her. She jumped up and glared back at the monster, an action that earned nothing but a snarl before it went back to the Wolves.

The sharp clank the bag made when it hit the ground confirmed the contents were metal, possibly weapons. Jackson and the others didn't risk approaching the bag until the beowolf was all the way back with its masters, but the outlaw didn't seem to possess the same sense of caution the rest of them did.

She knelt down and unzipped the bag in a flash, but stopped once it was open. The low lighting and her long hair hid the look on her face, but Jackson could only assume it was one of shock.

That is, until she pulled out two daggers and made a second rush at the Overseer.

"Your dead, bitch!" She yelled, jumping into the air with her new blades raised high above her head. The Overseer made no move to counter the attack, and neither did her escorts or Grimm. Was she just going to let this woman kill-

_SMACK!_

Just feet from her target, the faunus abruptly changed course and smashed hard into the sandy floor with a wet, cracking sound. The five men looked at the still body with shock and horror, utterly speechless to what they had just seen.

Tearing his eyes from the unmoving body, Jackson looked over to see a new figure standing among the Wolves.

He was a man that much was obvious. He was clad in thick armor plates trimmed with gold. On his breastplate was a gold bird, wings outstretched across his broad chest. Beneath the plates was a black suit, but whether it was full body or just his torso was difficult to say.

But the mask on his face made it all to clear where he his loyalties lied. Along with the bloodied mace in his hand.

It was a large weapon, meant for two hands, but he held with just one. Sharp flanges sprouted out from just below the head, surrounding it like the bars of a cage. The head's tip stretched out of the flanges, ending in a large cone with a sharp point. The mace's shaft was as black as the unlit caves, but the head and flanges were stark white. Thick splotches of blood stained the weapon a deep crimson, making it even more intimidating than it already appeared.

"Well that's one down." The Overseer's remark snapped Jackson's focus from the weapon to her. "Now you have only five more." The mace wielding wolf looked over to the five remaining men, eyes gleaming with the same bloodlust Jackson saw when he was captured.

Now he understood what was going on. Gathering six prisoners, this strange arena, the bag of weapons, and now this guy.

They weren't going to earn their freedom, they were going to fight for their lives.

"What the hell!" Bill shouted, glaring at the Overseer. "You said you were letting us go-"

"I said you would be given the chance to _earn_ your freedom," she interrupted. "All that stands between you and that freedom is him." She gestures to the armored Red Wolf gripping the mace tightly in his hands. "But I can only award freedom to one of you, we can't just let hundreds of slaves go, now can we?" She turns to leave with her two guards and beowolf, leaving behind the mace wielder and the five remaining prisoners. "Whoever lands the killing blow will earn his people's freedom. Have fun!"

And like that, she vanishes into the darkness of the arena and all is quiet.

The silence lasted for what felt like hours. A tense stand-off between five men and a blood hungry Wolf.

Then the Wolf took a single step forward.

And the five men rushed to the bag of weapons.

* * *

**~o0o~**

* * *

'_How long do you think it will take, father?'_ Silver asked with an eager grin. _'How long will it take for the Thrall to win?'_

'_Whether it wins or loses is still to be determined, little Rose.'_ The Overlord answers, _'you seem to hold a great deal of confidence for this Thrall. Why?'_

'_It is because I trust my Pup's judgement.'_ Silver said matter-of-factly. _'He would not have brought this one to us if it could not in some way be useful to us. Besides,'_ she pointed to the dead Beastling, _'It has drawn first blood.'_

The Overlord chuckled softly at the surety of its heir. _'So it has, little Rose, so it has.'_

Though the Tracker lacked the desired information concerning the Deliverer, it yet had the chance to prove itself worthy to be part of the Grimm horde. But the Overlord did not wish to test this Thrall with attacking a nest or raiding a caravan, for it was not a Beastling. If survivors saw that one of their attackers lacked the mark of beasts they would grow suspicious, spread rumors, attract attention.

The Overlord had not lived this long by making such stupid decisions. The Tracker Thrall would be tested within the world's earthy depths, away from prying eyes.

It would fight six of the strongest slaves yet to become Thralls. They were picked from separate groups so that none would know each other, slightly tipping the fight in the Thrall's favor. Still, these slaves had been difficult to catch, most of them possessed aura and some had even killed several Thralls during their capture.

But even though they outnumbered the Thrall, they would not fight as one. Flinch had told them only the one who struck the killing blow would win their freedom, meaning they would fight the Thrall but each one would try to stop the others from killing it first.

And as Silver pointed out, the Thrall had already killed one of the six, the Beastling female. It had been caught along with its pack when they attempted to steal from a returning raid pack. Most of them were killed but the female and three others survived and were taken back to the lair as slaves.

The Beastling had been a viscous creature, killing six Thralls before finally being captured. An impressive feat for one without aura, yet the Tracker Thrall had struck it down like one would swat a fly.

Both Overlord and heir could feel the fear pouring from the remaining five. They scrambled to the bag of weapons like starved jackals when the Thrall took a mock step forward, picking up the first thing they grabbed.

Three of them retrieved swords while the others took axes. The sword-wielders each held a single short sword, holding them in varying ways. The dark-skinned Dustling brandished a large battle-axe and the ram-horned Beastling carried two hatchets.

With all remaining combatants armed the Thrall could advance.

Silver leaned forward in her seat, quivering with excitement. The two watched from high above the pit on a tall cliff that overlooked the large chamber. A natural stairwell of stone lead up to the top, allowing easy access for any who would climb it.

Silver sat upon a luxurious red chair, stolen by Thralls in a raid. It was covered in a red velvet pelt, which delighted the heir to no end. Silver did not possess many soft things as a sprite, and this chair was softer than anything she had felt before. She usually kept it up in her nook, but had ordered the Thralls to bring it here for the test so that she could watch in comfort.

The Overlord's seat was far more modest than its daughter's. No Dustling chair of wood and fluff could seat the Overlord, they were too small and fragile for it. It sat upon a large stone jutting out of the plateau itself. It was lackluster, but it served the Overlord as well as the chair served Silver. It did not need a comfortable seat, they would not be here long.

The Dustlings had begun to maneuver themselves in way that would surround the Thrall. It seemed noticed this, and stopped to watch its opponents. The five stood there for a time, waiting for the Thrall to make the first move, but it would not budge.

Then, out of desperation or fear, one of the Dustlings shot forward with the intent of stabbing the Thrall through the chest. It side-stepped the charge and countered with an upward slash that sent the Dustling flying several yards near the one wielding hatchets.

The Dustling got to its feet with the aid of the Beastling. Its aura had protected it from ending up like the female, but the force of blow had knocked the air from its lungs.

Seeing a possible opening, the other three charged forward just as the Dustling had hit the ground.

The Thrall handled itself considerably well. It dodged what it could and parried what it couldn't, pushing away the attacker just in time to address the next. One tried to stab its back and was sent stumbling by an elbow to the nose. Another tried to pull the mace away by hooking its handle with the end of its axe, but could not compete with the Thrall's strength and lost its axe instead along with a few teeth. The third pushed the Thrall back several paces, even landing a few hits that impacted its aura, but the Thrall withstood the attacks and managed to push the Dustling back with a jab of the mace head.

The attack staggered the Dustling, giving the Thrall the chance to remove another foe from the fight. It surged forward and grabbed the Dustling by the leg and pulled up. The move sent the Dustling onto its back, where the Thrall brought the mace down on its head, crushing it.

Now the Thrall's enemies numbered four.

Before it could pull the weapon free, the other two that had been absent while the three fought joined the battle. Both land blows on the Thrall's side, sending it staggering back, but also freeing its mace, (which had not left its grasp once). The Dustlings regrouped and attacked again, resuming their brutal dance of violence.

Again, the Thrall parried and dodged the attacks, showing no sign of weakness or fatigue. It swatted away the Beastling and blocked an over-head swing of the dark-skin's axe. It kneed the Dustling in the groin and pushed it back before stabbing it in the gut with the tip of the mace. With a mighty heave the Thrall swung its mace, body still attached, towards the other two Dustlings. The force of the swing sent the impaled Dustling flying off the weapon and into its comrades. They fell beneath the weight of the body, temporarily pinned underneath the dying creature.

Before they could wiggle themselves free the Thrall walked over and pressed its foot down on the dying Dustling's wound, keeping them trapped. With a heavy swipe, it sent both their heads flying into the air. The wounded Dustling tried to grab the Thrall's arm, but a quick stomp on its neck ended that.

Now there was only the ram-horned Beastling left to deal with.

Its fear was palpable, even from where they sat the Overlord could see its body quake with terror as it faced this terrible foe. The Thrall turned to glare at its final opponent.

And the Beastling dropped its hatchets and ran.

The Thrall gave chase, sadistic joy flowing off it, as it too let its weapon fall to the ground.

The Beastling ran with all the strength it still held, but fear made it clumsy. It staggered and tripped on its own feet as the Thrall continued to gain on it.

Finally, the Thrall tackled the Beastling to the ground and proceeded to beat it mercilessly. The Beastling fought back, flailing its arms out in a desperate attempt to defend itself. The Thrall did not flinch. As the Beastling continued flailing, the Thrall bit down into its right arm. The Beastling's screams echoed through the chamber as the Thrall ripped the arm off at the elbow and spat it onto the ground.

Silver rose from her seat as the Thrall then loomed over the broken Beastling, rushing to the edge of the cliff for a better view. Alas, its back was to them, obscuring the much of the struggling Beastling and whatever the Thrall was doing to it.

Suddenly, the Thrall turned so that both father and daughter could see its victim. The Beastling's face was bruised and bloody, crimson liquid obscured almost all its features. The Thrall then grabbed the Beastling by its left arm and leg and raised it above its own head. It then brought the Beastling down on its knee so hard the spine snapped. The crack of bone silenced the screams and the Beastling was still.

The Thrall rolled the body off its knee and into the sand.

It stood there a moment, body covered in the blood of its foes, looking up at Silver and the Overlord before throwing its head back and bellowing a mighty roar of victory.

Silver clapped her claws together in approval of the display. The Overlord merely smirked.

'_Well done, Thrall.'_ It applauded. _'You aren't as useless as I feared.'_

* * *

**Author's Note: Okay, I know the first thing you all are going to say is, "Why doesn't Cardin have a special mask? He's a Huntsman, right? He should have a special mask!" Listen, All masks, including Seer masks, provide the following buffs: Lack of fear, lack of pain (can still register something hit them it just doesn't hurt), no longer requiring water, food or sleep, and nearly limitless stamina. Seer masks have their own exclusive buffs, but you already know those. My point is Cardin isn't going to need a special mask to make super tough, the guy is already incredibly strong, as are his teammates, (They wouldn't be in the tournament if they weren't). I thought up some ideas but they just seemed too out of place, so Cardin gets a regular mask, deal with it.**

**Onto other things, I'm sure you noticed how Silver said she couldn't speak but was clearly speaking. I already know, but what do you think it means? I'll give you a hint, it's why the Overlord doesn't approve of sap drinking in his Gulch.**

**Also, yes, what Flinch said about Silver leaving survivors on purpose was indeed false. But that doesn't mean Flinch knows that.**

**As always, Please Fav, Follow, and Review. Thank You!**

**DeadRich18 Out!**


	17. Chapter 16: Conflicting Goals

**I do not own RWBY. I do however own the Original Characters.**

**Soooooo…. Shit has gone WAY down for our heroes at Beacon. Robot Order sixty-sixty, Grimm killing everyone, Yang lost an arm, and much more. Everything is starting to point to a "run-away then come back stronger scenario" in my opinion.**

**We have one more episode left for this volume, it's been one hell of a ride for everyone, and I cannot wait for volume 4. Now a lot of you are probably wondering about the dragon, don't worry, I've got it covered.**

**Answer Time!**

**KaijuSentai: The opposite actually. The sap caused her to temporarily loose her ability to telepathically communicate.**

**TheDeathly-Z: I think you might be confused a bit, Cardin was doing none of this **_**willingly**_**. He became a Thrall, a puppet for the mask he now wears to use as its master sees fit. Also, we're just at the end of volume one.**

**Rook435: Considering she's been raised to hate and look down on Dustlings and Beastlings would you expect nothing less?**

**The Weeping Prophet: That would be a very amusing outcome to be sure.**

**Antex-The Legendary Zoroark: I am glad you enjoyed it. No, the sap didn't restore her humanity, also what makes you think Grimm are opposite of Mother Nature? They would be tearing the world apart if they were, and it is clear that they have no quarrel with animals, just people.**

**Honorboundfate: Not likely, while it would be a genius idea it is also a very risky one. Spawning pools are set up in the most remote and inhospitable places so that no one knows they even exist, plus a random tar pit would raise a lot of questions.**

**Lightblade23: Most of it was spoken of or happened off page. It was when she found out Yang was alive and failed to kill her. The guilt of this failure sent her into a very brief depression where she barely ate, drank or slept, and never left her nook for anything.**

**Grubk1ng: I just post them when able, too busy with school to have a schedule.**

**Mysterious Man: No, they are all called Ash. Only time will tell what Yang's reaction will be.**

**GameboyNinjaUltimate Icarus: Well, he just watched him kill five other people without breaking a sweat, not many people would have the guts to fight someone so relentless. Also, I feel people underplay how good Cardin and his team are, they make it into the tournament doubles round after all.**

**PinwheelGrizzly:**

**Chapter 16**

**1\. The Overlord knows that a good slave is a loyal slave, and that rewards will strengthen that loyalty.**

**2\. I was originally going to do that, but I couldn't figure out how to write it properly. Yes, he is.**

**3\. I try to get more in if I can.**

**4\. You'll get that POV in this chapter.**

**Chapter 1: These appear to be similar to what you've already posted. Answers are the same.**

**Phantomwa1ker: You repeated the killing floor shriek several times, it's a fine scream, but too metallic sounding for Silver. I am happy you enjoy this story so much. **

**Owensbus4: No to the sniper-scythe, not sure with the lover, (will NOT be your basic love if I do though).**

**Dragon Blitz 85: And a child being slowly ripped apart then eaten in front of his mother isn't? This could have been MUCH darker.**

**Shadow Walker of Fire: You are correct in your assumption, sir! Have an imaginary cookie! Cardin may acquire a new set of armor, if he proves himself worthy of such a gift, but once a mask is placed it can never be removed or replaced. The question is who gets the broken legs.**

**BrawlerOfBeasts: Thank you for sharing your appreciation for my work. I feel like that reunion is what everyone is waiting for. In due time… it will happen. I find parent/child relationships to be the most interesting and fun things to write and read about, happy you enjoy my work.**

**CyrusDiamon: The reunion is probably the most anticipated part of this entire story. Makes me a bit worried some of you might stop reading when it happens. Only a bit thought.**

**Winxfan808: Yes, there are. Most are of Ruby becoming Grimmlike, like Two Sides of the Same Coin, but there is one that is focused on one Grimm specifically. The Story is called Howling at the Moon I believe, it was actually the inspiration for Armor. The rest I've forgotten the names of, haven't been updated in years or were of poor quality.**

**You'll get some Blake, don't worry, she's just very difficult to write due to her personality and outlook. Also, Rojo's a bit complicated in terms of his personality. The closest I can say is he's like Yang; having a tragic past but trying his best to not let it affect him.**

**Don't worry, you're not the only one who's thought up something with the Overlord and Flinch. Don't you guys deny it, I know you're all thinking it!**

**We may need to call the ghostbusters in the future.**

**Gaara king of the sand: Thanks! Yeah, the review thing was weird, luckily, it's all fixed now.**

**Miner249er: Well, Grimm have air units of their own, along with Thralls who have quite the collection of rocket launchers…**

**GrimKid98: Took the words right of my mouth.**

**Kira Crystal: I refer to the Grimm by different names because they are the names the Overlord gave them. Nevermore and beowolf are human names, also, Silver was TWO when she was turned, do you really think a toddler would know what a beowolf or nevermore was? Even if she did call them that once, the Overlord would have ensured she called them by their proper names instead of the labels given by men. Flinch calls them by the human names because she has been around longer than Silver and was an adult when she was made a slave. She calls them by what everyone calls the Grimm, (save those that are new like the chompers).**

**HH1: I was hook on the Grimm from the first time I saw them in RWBY. They are seen as mindless beasts but as so many shows have taught me, that is hardly ever the case. I wanted to expand more on an already impressive species that is so simple yet so complex.**

**I am happy you think I've been able to balance out Silver's character. Ruby is my favorite but I didn't want to just give her a completely new personality. She is still Ruby and thus possesses the same childish behaviors as in the show, only she has an unstoppable desire to kill in her system now.**

**I am very pleased you enjoy how I've established the story so far, it's always nice to know I'm entertaining my readers. Cruelty is a tough thing to write in my opinion, not because it's hard to make one appear cruel, but because it's hard to make it believable. Too often people focus too much on the act instead of the person, making it seem like they're like that all the time. Even evil-doers know moderation.**

**Amerdism: The next chapter is this one, and probably not.**

**Alister131: Only time will tell.**

**Helium 3: Thank you for the compliments. **

**DragonTurtle3: I've actually already been thinking over something very similar to your fossil theory for quite a while now. I agree with saying it would be extremely interesting concept to have and also very plausible. Don't worry much about the dragon and griffons though, I've already thought up some ideas for them.**

**Trickster3696: FINALLY, SOMEBODY NOTICED! Yes, as a matter of fact, I have. I love the twisted master/slave relationship of Ramsay and Reek, it was a major inspiration for Flinch's final character design. Originally, it was going to be more of a bargain scenario, Overlord lets Flinch study Grimm and in return she teaches Silver. But I quickly realized that wouldn't make sense.**

**Now, a little warning before you start reading. This chapter isn't one of my better ones, characters are bit OOC in some instances and the flow is a bit forced. I personally blame the episodes it takes place in, The Stray and Black and White seemed to have the most POV swaps and time changes out of any of the episodes, making it very difficult for me to properly write.**

**Still, I hope you enjoy the chapter!**

* * *

**Grimm Heir**

**Chapter Sixteen: Conflicting Goals**

**Several Weeks Later…**

'_I take back everything I said about these guys,'_ were the thoughts of Vale's most wanted thief, Roman Torchwick, as he looked over the results of the latest heist made by his new favorite henchmen.

Now, Roman had hired his fair share of goons in the past, even a master thief needs help from time to time, from lowly street rats to high-end mob enforcers, but these Red Wolves put them all to shame.

They didn't bitch, they didn't waste time and they didn't whine about faunus rights all the time like the White Fang did. Too bad he still had to deal with the Fang faunus though. Roman was starting to wish Cinder had gone to these psychopaths first instead of the White Fang. Would have saved him a ton of headaches.

All they did was whine and whine and whine. 'My leg hurts! It's too heavy! Why do we have to listen to the human?' Seriously, it was so annoying! Can't they just do what their told and be quiet?

To keep the 'freedom fighters' in line, Roman made the Wolves his 'lieutenants'. They were put in charge of keeping this operation running smoothly and efficiently so Roman could focus on robbing Vale blind. They were in charge of security, diversion heists, and anything else that Roman didn't want to do himself.

Granted, the White Fang was still very hostile towards their wayward brothers and weren't very keen on following their orders, but they kept it to themselves.

After all, you don't want to piss off the people who keep Grimm as pets. And what handy pets they were.

Roman had read up a bit on the kokushi after they got back from Mountain Glenn. A new Grimm species that was surprisingly smart and extremely vicious. Rumor was they killed nearly thirty of those combat school brats in just an hour.

The Red Wolves used them like watch dogs, said kokushi had the best nose out of all the Grimm, that they could smell a man from miles away. Said they could smell his Aura too.

Roman wasn't so sure on that last part though.

Aura smelling or no, the kokushi were a major bonus to the thief's operation. Whenever they snagged those big cargo containers from the docks the Red Wolves would use their little pets to check it out, make sure there weren't any surprises waiting inside. A bit paranoid sounding, yes, but you can never be too careful when stealing from the largest Dust company in the world.

Especially if said company is known for hiring people who excel at making other people disappear.

"Sir-"

"Gah!" Roman jumped in surprise when someone from behind suddenly spoke. He turned around and saw it was one of the Wolves, Perry, if he remembered correctly. He was kind of like their top lieutenant, they answered to him and he answered to Roman.

"How many times do I have to tell you, Perry? Stop sneaking up on me like that!" The guy had a bad habit of sneaking up on people. "You need a damn bell or something, seriously."

Perry bowed his head, "Apologies, sir, but I thought you would like to know that we have learned the dock number for the Schnee freighter scheduled to arrive on Sunday."

Roman smiled at the news. "You Wolves really know how to get stuff done." He praised, fishing out his lighter and a cigar. "You going to tell me the number or just stand there?"

"Dock 12A, sir. Its cargo should be fully unloaded before nightfall." Perry answered quickly. "I sent three of my Wolves ahead to the storage area to keep an eye out for any activity. They will radio in when it is clear."

Roman lit the cigar in his mouth, inhaling its smoke and puffing out small clouds. "Good to hear." He looked the Red Wolf in the eye. "Anything else?"

"We caught a deserter."

Roman's surprise at the statement caused him to accidently inhale too much cigar smoke, making him cough violently as his body attempted to expel the smoke from his lungs. "What!?" He wheezed out.

"One of the new Fangs that arrived last week. She was against the current alliance between our forces along with using the Grimm. She tried to sneak away to alert the local authorities but we caught her before she could get too far."

Roman looked at the faunus with a raised brow. "She _was_ against it?" Perry nodded. "Based on the cryptic response, I'm guessing you guys decided to feed her to yo-"

"We convinced her to stay." The simple answer made the master thief do a double take. "She has repented for her treasonous actions and asked to become a member of the Red Wolves to make up for her mistake."

Roman could only look at Perry with an incredulous face.

Faunus were single-minded animals, more instinct than intellect. To hear this faunus had tried to run wasn't that surprising to Roman, the White Fang hated both him and their Grimm handling partners and had no problem expressing their hatred to anyone who would listen. What did surprise him was that the Red Wolves managed to convince her to stay and _join_ them.

The White Fang _hated_ the Red Wolves almost as much as they hated humans. Saw them as traitors to their cause and savage murderers, and they weren't the only ones. Everyone outside the kingdoms hated and feared the Red Wolves, a fact that always made Roman wonder how they got so many soldiers.

But this wasn't why Roman was dumbstruck.

He was dumbstruck because they were just taking this girl's word that she wouldn't run away again instead of making sure she didn't run away again.

How stupid were these guys!?

"Perry," Roman began, pinching the bridge of his nose with his free hand. "Exactly what made you think it was a good idea to keep a snitch alive?"

"She will not betray us again, sir." He responded. "I oversaw her initiation myself. She wears our mask now, and-"

"Oh, she wears your mask now!? Thank goodness for that!" Sarcasm was always the best way to get a point across. "You know, Perry, I was really worried she would be a problem, but if she's wearing one of your creepy masks then she _must_ completely trustworthy!

"I thought you Wolves were supposed to be smart," He continued, his sarcastic cheer replaced with seriousness. "That freighter is carrying what could very well be our largest haul yet. Now, I've been nice to you and your little freak friends so far, but if you pull something like this without my permission again I'm sending your head back to that bitch boss of yours. Got it?"

Perry glared back at the thief, but did nothing else. "Understood, sir."

"Good," Roman took another huff of his cigar. The two stood there for a minute as Roman enjoyed the taste. "I can understand why you don't want to get rid of her, Perry. Really, I do." He said, tapping off some of the burnt cigar. "We need all the able bodies we have for this job. However, you can't just let these kinds of people off the hook. You need to make it clear to her not to betray you."

Perry gave the man a curious look. "You want me to hurt her." It wasn't a question.

Roman smiled. "Good to see your brain is still working." He took another huff. "Now, I don't particularly care _how_ you go about it, just make sure it doesn't cripple her."

Perry nodded his head. "Very well."

"Good, now get back to work." Roman shooed the Wolf away as he began planning how to approach his next big heist.

* * *

**~o0o~**

* * *

"This is so exciting! Can you believe the Vytal Festival is only a few months away and everyone is already preparing for it? Oh, it's just incredible!" Weiss exclaimed as team RWBY walked through Vale's streets.

"Never thought you were capable of showing happiness for this long, Weiss," Rojo commented, then mumbled softly, "Sort of creepy."

"How could you not be happy?" She said, still smiling. "A festival dedicated to the cultures of the world. There will be dances, parades, a tournament! The amount of planning and organization that goes into this event alone is just breathtaking."

Yang gave a sigh. "You really know how to take a good thing and make it sound boring," She teased the heiress.

"Quiet, you!" Weiss bit back, clearly not amused by the blonde's observation.

The comment and response brought a smirk from the team's leader. The past few weeks had been a bit rough for them all. With Jaune still in physical therapy and his team too busy doing their best to help him, team RWBY was without its main hangout buddies.

Not to mention Cardin's death was still fresh in everyone's mind.

Now Rojo didn't like Cardin any more than anyone else in Beacon, especially after he tried to use Rojo as a way to get close to Yang. But the guy had skill. Cardin was in the top twenty list in their sparring class and his team had been among the most likely to qualify for the Vytal Tournament.

Not that they could now. Team RDL was only three guys now, and the tournament rules were you had to have a full four-man team to participate. As if losing their leader wasn't bad enough.

Still, they were hardly victims. Word spread fast in Beacon, and it wasn't long before people started talking about how karma finally caught up to Cardin, especially from the faunus students. Not to mention the guy had been using Jaune like a lapdog for weeks, making him do all sorts of stuff from laundry to homework.

Rojo and Pyrrha both tried to help him, but the blonde simply avoided them and the rest of his team.

Jaune was lucky he had such a supportive and forgiving team. They barely left his side, doing everything they could to speed up his recovery. Nora helped with his physical therapy, Ren made him… healthy food, and Pyrrha cheered him on.

Cheered him on… Oh, damnit, now Rojo had a picture of Pyrrha in a cheerleading outfit stuck in his head!

Rojo shook his head to clear those thoughts from his mind. Good thing too, because he had been so caught up in his thoughts he hadn't realized they were now at the docks.

"Remind me again why we're spending our Friday afternoon at the stupid docks instead of someplace fun." Yang complained, her face scrunched up as the smell of fish blew into her nose. "And breathable."

"It's not that bad." Papi had Rojo fertilize the garden when he was a kid, and always with _fresh_ fertilizer. He was used to nasty smells.

"I heard students from Vacuo will be arriving by ship today." Weiss explained, "And as a representative of Beacon, I believe it is my solemn duty to welcome them to this fine kingdom."

Rojo raised an eyebrow. "You just want to check out the competition, don't you?"

"Yes she does." Blake answered. Rojo was about to laugh, but something caught his eye.

"You can't prove-" Weiss protested, but then noticed her leader's attention focused elsewhere.

Across the block was a building covered in yellow tape. The windows were shattered and glass was all over the ground. Two policemen were behind the tape, looking over the damage and mumbling to each other.

Rojo and his team shared a look, then walked over to check it out.

"What happened?" Rojo asked one of the officers, who looked up from his scroll.

"Robbery." He answered, "Fourth Dust shop hit this week. Place is turning into a jungle." He then walked over to his partner.

"That's terrible." Yang said with a sympathetic expression.

"They left all the money again." Rojo turned his head back to the cops.

"Doesn't make a lick of sense. Who needs that much Dust?" The bearded officer asked.

His partner responded with a shrug. "I don't know. An army?"

"You thinking the White Fang?" The bearded officer asked again, casually waving his pistol as he spoke.

His partner gave a sharp laugh, "Wouldn't put it past them with everything I've been hearing. Damn terrorists."

"The White Fang." Weiss huffed out. "What an awful bunch of degenerates."

"What's your problem?" Blake narrowed her eyes at the heiress.

"_I _don't have a problem." Weiss answered. "It's those murderous terrorists who are the ones with problems. Those faunus only know how to kill, pillage and burn."

"The White Fang are hardly a bunch of psychopaths." Blake argued. "There a collection of misguided faunus."

"Misguided?" Weiss repeated incredulously. "They want to wipe humanity off the face of the planet!"

"So then they're _very_ misguided," Blake barked back. "Either way, it doesn't explain why they'd rob a Dust shop in the middle of downtown Vale."

"She has a point." Rojo chimed in. "I mean, the police still haven't caught that Torchwick guy. He's been pulling robberies all over the city for months now. Could've been him."

"Well, whoever it was doesn't change the fact that those faunus are just a bunch of scum." Weiss pointed out. "All they know is killing and stealing."

Blake looked ready to punch Weiss in the face when she said that. Yang must have noticed it too and she tried to defuse the situation.

"That's not necessarily true-"

"Hey, stop that faunus!" A voice called out from behind them, interrupting Yang and providing a much needed to distraction from their current argument.

The four ran back to the docks just in time to see a young faunus boy being chased across the deck of one of the ships by two sailors. He hopped onto the side of the ship and thanked the men before jumping off the ship and onto the docks.

"You no-good stowaway!" Yelled one of the sailors as the faunus climbed up a nearby lamppost. The boy then swung himself down and hung from the post like bat with only his tail holding him up.

"Hey, a no-good stowaway would've been caught." He said, pulling a banana out from his open shirt, "I'm a great stowaway!"

"Hey, monkey-boy!" Rojo looked down to see the two cops from earlier looking up at the faunus. "Get down from there this instant!"

He responded by throwing the banana peel on the officer's face.

Pulling himself up and laughing at his own actions, the faunus jumped from his perch and landed past the now very angry officers. Team RWBY all watched as he ran up the stairs with the officers hot on his tail.

He was going to run right past them, but before he could get away, Rojo stuck his foot out.

Not expecting the move, the faunus tripped over the sharpshooter's foot and fell onto the ground in jumbled heap. Before he could get up, the two officers reached him and pushed him into the ground.

"Thought you could get away didja, punk?" The bearded one mocked, slapping handcuffs onto his wrists. "Well I hope you like talking because you and I are gonna have a looonng talk back at the station."

His partner watched as the faunus was led back to where their car was parked, hands resting on his suspenders. "Thanks for the help there, kid." He told Rojo. "Nice to see someone doing more than watching with their mouths hanging open."

Rojo shot his teammates a glance and saw they all had slack-jawed expressions on their faces. "Not a problem, officer," he looked back at the man. "He gonna be alright?"

"I wouldn't worry too much about him, kid. We'll probably just hold him at the station for a few days till someone picks him up. Course this is gonna mean more paperwork," he grumbled the last bit. "Anyway, you kids stay out of trouble, alright?" Rojo gave a nod and the cop left to join his partner.

"How could you do that?" Blake suddenly hissed out.

Rojo and the others just gave her confused looks. "Do what?"

"That! How could you just trip him like that!?" Her voice rose to a level Rojo had never heard it at before.

"Blake, he was running from the cops-"

"Who were chasing him because he's a faunus!" She interrupted loudly, drawing looks from passersby. "Because of you, he's going to go to jail for absolutely no reason!"

"Blake, calm down-" Yang tried to defuse the situation, but then Weiss barged in.

"No reason!?" The heiress barked, pushing Rojo towards Yang so only she and Blake were left arguing. "He was a stowaway and assaulted an officer. He'd probably be off stealing someone's money if Rojo didn't stop him! I wouldn't be surprised if he was going to meet up with his White Fang buddies."

"You immature little brat!" Blake stomped away in a huff, leaving Weiss and a stunned Rojo and Yang behind.

"You come back here, I am your teammate!" Weiss called out, following the raven-haired girl with the full intention of continuing this argument.

Rojo and Yang could only stand and watch as both their partners kept on bickering.

Yang leaned in close to Rojo. "You didn't do it cause he was faunus, right?" she whispered, her eyes still on the pair to make sure they didn't hear her.

Rojo shook his head, his eyes also still on the two girls. "Guy was running from the cops, Yang," he whispered back. "Doesn't matter if you're a human or a faunus; you don't run if you're innocent." Only if your life's in danger.

The two stood there for a minute, awkwardly watching as their friends argued. Neither one of them really knew what to do in this kind of situation.

They decided to cut their afternoon outing short and head back to Beacon. Hopefully Weiss and Blake would calm down by then.

They did not calm down.

The entire trip back, from the airship to the campus and the campus to the dorm room those two kept on fighting. And just as the two fought, their partners could only watch from the sideline, uncertain to whether they should interrupt or not.

"I don't understand why this causing such a problem." Weiss said.

"That _is_ the problem!" Blake shot back, her voice still strong despite hours of yelling.

"You realize you're defending an organization that hates humanity, don't you? The faunus of the White Fang are pure evil!" Weiss stated it as fact, her tone leaving no doubt in her judgement.

"There's no such thing as pure evil!" Blake stood up from her bed, fists clenched at her sides. "Why do you think they hate humanity so much? It's because of people like you that force the White Fang to take such drastic measures!"

Weiss was shocked by the accusation. "People like me!?"

"You're discriminatory!" Blake clarified.

"I'm a victim!"

That made everyone blink, even Blake's glare softened at the words.

"You want to know why I despise the White Fang?" She spoke coldly, walking over to the room's one window. "Why I don't particularly trust the faunus?"

"It's because they've been at war with my family for years." The words were soft and tired sounding, "War," she repeated, "As in actual bloodshed. My grandfather's company has had a target painted across its back for as long as I can remember. And ever since I was a child, I've watched family friends disappear; board members executed; our Dust quarry attacked and my grandfather put into a coma. And guess whose father was left in charge?

"Every day, he would come home, furious. Can you understand what that's like? To be the daughter of a man like that? Can you!?" She swirled around to glare at Blake, teeth bared and face flushed with rage. "I hate the White Fang because they ruined my life! They're nothing but savage, murdering _ANIMALS!_"

"WELL MAYBE WE WERE JUST TIRED OF BEING PUSHED AROUND!" Blake shouted back.

The room went dead silent, and Blake realized what she just said…

Rojo was too shocked to say anything. How could he? His teammate had just admitted to not only being a faunus in disguise, but also a member of the most notorious terrorist group in modern history.

Something like would make anyone do a double take.

Blake looked around at them with absolute fear in her eyes. Her posture became timid and meek, its earlier confidence lost.

She looked like a sheep surrounded by wolves.

Rojo tried to reach out to Blake, to take her shoulder and have her explain in detail why she had hidden this from them. But he was still in shock.

And once he had recovered, Blake was already running out the door.

* * *

**~o0o~**

* * *

She was finally starting to feel calm…

For the past two days, Blake had stayed in Vale, away from her team. She didn't feel like she was ready to face them, she knew she wasn't ready to face them.

She wouldn't have run if she was.

The faunus girl looked over at her new associate, her eyes glancing at him for only a moment before returning to her cup of tea.

She had been surprised to see him that night, when she ran off. Blake was certain he'd be behind bars at the station then, not on the Beacon campus. She didn't ask how he got away, she didn't want to seem ungrateful towards him.

He had sheltered her, shown her kindness despite what her leader had done, and had put up with her reclusive attitude the entire time.

And all he asked for in return was to know a little about her.

Blake figured he earned it.

She took a sip of her tea before addressing him. "So," Her voice stiffens him for a moment, probably out of surprise, "You want to know more about me?"

Sun Wukong gives a wide smile and threw his arms up in victory. "Finally, she speaks!" He proclaims happily. "Nearly two days and you've been giving me nothing but small talk and weird looks." She glared at him, but he just smiled. "Yeah, like that."

Blake sighed. This was it. "Sun, are you familiar with the White Fang?" She didn't need to worry about someone hearing her, the café balcony was empty and the door leading inside was closed shut.

"Of course," Sun answered. "I don't think there's a faunus on the planet who hasn't heard of them. Stupid, holier-than-thou creeps who use force to get whatever they want. Bunch of freaks if you ask me." He took a sip of his own beverage.

His words stung. Even the people the White Fang stood for hated them. "I was once a member of the White Fang." Blake told him.

Sun's eyes widened and he coughed out the tea he just drank. "Wait a minute, _you_ were a member of the White Fang!?"

Blake nodded and told him all she could. She told him how she had been part of it for nearly her entire life. How they were meant to be a symbol of peace between humans and faunus and how they stood up against the unjust discrimination they all faced. How they once protested peacefully and that she was at the front of each rally, boycott and sit-in they held, truly believing they were making a difference.

And how they weren't until they started attacking anyone who disagreed with them.

"I just couldn't keep going along with it, we were becoming the thing humans kept calling us. We were becoming monsters." She set down her cup of tea, "So, I left. I didn't want to use my skills to aid in their violence, and instead, I would dedicate my life to becoming a Huntress.

"And here I am: a criminal hiding in plain view, all with the help of a little black bow." She wiggled her hidden cat ears to enforce her statement.

Sun just looked at her with a serious expression. Gone was the cheerful, carefree smile he'd been wearing the past two days. Now it was a contemplative frown. "So… have you told your friends any of this?"

Blake didn't answer and instead looked down at her tea for a second time, a regretful frown on her face.

* * *

**~o0o~**

* * *

"BLAKE!?"

"BLAAAKKEE!?"

"BLAKE, WHERE ARE YOU!?" Rojo looked over at the only member of their team not assisting with the search effort. "Would it kill you to help out, princess?"

Weiss shot him a glare, "You know who could help us out? The police!"

Rojo ground his teeth at the heiress attitude, "Weiss…"

"It was just a suggestion!" She defended.

Rojo didn't even give her a response, he just rolled his eyes and continued walking.

Blake had been missing for almost two days now, and the heiress still wouldn't drop her contempt for the disguised faunus. Rojo had hoped Blake would come back the day after the fight, but when she didn't show he decided they needed to go look for her.

Yang agreed, Weiss bitched.

"Weiss, I think we should hear her side of the story before we jump to any conclusions." Yang said, trying to defuse the tension of the situation.

"I think that when we hear it, you'll all realize _I_ was right!" Weiss shot back.

"And I think you need to shut the hell up!" Rojo snapped at her, stopping in his tracks to give the heiress a hard glare. "You've done nothing but bitch and moan about how Blake's betrayed us, how she's a terrorist, without even considering the reason _why_ she's in Beacon in the first place!"

Weiss had an offended look on her face and was about to retort when Rojo cut her off. "They do background checks on everyone they accept, Weiss, you honestly think someone like Professor Ozpin would let a member of the White Fang into his school without knowing who she was?

"I want answers as much as you do, but keeping up this stupid attitude of yours isn't going to help us." He pauses for a moment to let his words sink in then finishes with, "I understand your upset, Weiss, I truly do. But Blake is our teammate. We've trained with her, studied with her, and laughed with her. She's our friend. And if you're going to forget all that because she's a faunus, then you're…" He stops, trying to find the right words to express his disappointment.

Suddenly, Rojo feels a hand gently land on his shoulder. He turns and sees Yang giving him one of her looks. _That's enough_, it said, _calm down_. The blonde then nodded her head back to the heiress, prompting Rojo to turn back.

It was then that Rojo saw the look on Weiss's face. Saw the betrayal and anger, the shock and fear. Small tears pooled in the corners of her eyes and her lip quivered like a leaf. This wasn't Weiss Schnee the heiress anymore Rojo was looking at.

This was Weiss Schnee the girl.

"They've taken so much from me, Rojo…" Weiss whispered softly, averting her gaze to her feet. "So very much…"

Rojo sighed, cursing himself for what he had just done. This whole thing had been stressing everyone out for one reason or another, but Weiss had been hit the hardest due to her past. She had been under the constant threat of White Fang attack for her entire life simply because of her last name.

And now they had found out that one of their closest friends was a member of the very organization that wanted her dead.

Weiss wasn't angry…

She was scared…

Not knowing what else to do, Rojo did what Papi would do whenever he got upset. He walked up to Weiss and awkwardly but gently hugged her. The gesture surprised her, but after a moment she relaxed and even returned the embrace.

"I know you're hurting, Weiss." He whispered softly to her ear, trying his best to soothe his troubled partner. "I know your scared. Blake is scared too. When we find her and she sees you fuming like that she'll get even more scared and run away again."

_When_, not _if_. The three of them would find their teammate, Rojo swore it.

"Just try to hear her out, okay?" Rojo pulled himself away to look the girl in the eyes and she looked back into his.

Weiss sniffed, and her face returned to the proud mask she always wore. "I'll try." She said, her voice convicted but still holding a little tremor. "B-but her reasons better be good!"

Rojo nodded and the two partners separated from each other and returned to looking for their lost teammate.

But in their moment of bonding, neither noticed the look given by Yang. The surprise and relief that washed over her features as the two made up. She was beyond happy that Rojo had managed to actually talk some sense into Weiss, hopefully preventing another argument when they found Blake.

He surprised Yang though. Since she met him he had never been a very open person, even when Yang befriended him he was still very guarded. But ever since they first arrived at Beacon he had been opening up more and more.

The guy was still not the super, outgoing individual Yang was, but he was spending more time with his friends than with his gun now.

And to see him act so caring and gentle with Weiss…

Yang shook her head and ran to catch up with her two friends. She would have time to think after they found Blake.

* * *

**~o0o~**

* * *

Blake was becoming nervous.

For the past several hours she and Sun had been watching the Schnee freighter unload its massive cargo. Sun hadn't been exaggerating when he said it was a huge shipment, the offloading had started before they arrived at the dock, and only just ended.

Despite this being his idea Sun was quickly bored with watching crates move. He left about an hour ago to find some food for them, asking Blake to call his scroll if something happened.

Blake hoped she wouldn't need to though, even if she probably would.

A part of Blake still didn't want to accept that the White Fang were behind all this. They had become a cruel parody of their previous selves, but she still hoped beyond hope that this wasn't their work, that it was that Roman Torchwick person instead.

She hoped it wasn't them, but a part of her told her it was.

A light thump against the metal top of the container she laid on alerted her to Sun's return. "I miss anything?" He asked quietly.

Blake looks up to her faunus associate. "No. They've finished offloading all the crates from the boat. Now they're just sitting there."

Sun smiled. "Cool," he holds out a green apple for her to take. "Stole you some food!"

Blake looks between the offered fruit and Sun. "Do you always break the law without a second thought?" She had come to understand that Sun wasn't the mistreated victim she had thought him to be when Rojo tripped him. He actually was a shameless thief.

Sun seemed to take exception to her remark. "Hey, weren't you in a cult or something?" His question earns him a glare that makes him regret his accusation. "Okay, too soon!"

Just as the words left his mouth gusts of hot wind blew against the two faunus. They looked up, and were greeted with the sight of a lone bullhead flying over them. Searchlights on its nose danced across the ground looking for a proper landing spot before touching down. Once it was on the ground, a ramp extended from the main cabin and a single figure dressed in white and black stepped out.

With the Red Wolf of the Fang painted on his back…

"No…" It was all Blake could say as she watched her fears become reality.

"Is that them?" Sun asked quietly, perhaps not hearing Blake's soft whisper.

She answered him after a moment, "Yes… It's _them_."

Several more White Fang soldiers walked down the ramps to join their comrade. They started dragging cables attached to the bullhead towards the crates, but Blake was too caught up in her thoughts to really notice.

"You really didn't think they were behind it, did you?" She hears Sun's voice, asking the question she already knew the answer to.

"No. I think deep down I knew it was them." Blake spoke her thoughts without caring. "I just didn't want to be right." She shut her eyes, no longer wanting to watch these fallen faunus stoop to grand theft, only for them to shoot open at the sound of a commanding voice.

"Hey! What's the holdup!?" Blake watches as another person walks out of the bullhead towards the White Fang with another Fang at his side. He was dressed in a white coat and black pants with a bowler cap on his head. But his most striking feature was his lack of animal parts.

He was a human…

"We're not exactly the most inconspicuous bunch of thieves at the moment, so why don't you animals pick up the pace?" He spoke to them with such spite and annoyance it was a wonder they were listening to him at all.

"You heard him!" The Fang beside him shouted. "Get moving!" The others flinched at his harsh words, but obeyed them without question, working faster than when they started.

"This isn't right. The White Fang would never work with a human." Blake stands up and unsheathes Gambol Shroud's katana blade. "Especially not one like that." She then jumped off their perch and ran towards the White Fang. She heard Sun cry out for her to stop, but she didn't listen. She wanted answers.

Blake moved silently, staying out of sight. Luckily the White Fang were too preoccupied with-

_Click!_

Blake's whole body tensed and her eyes went wide as she felt the muzzle of a gun press against the back of her head. She tried to look around to see her assailant, but quickly stopped when they pressed the gun harder.

"Well, look what I've caught!" A low, slightly deranged voice whispered before someone wrenching her blade from her hand. "Move!" The muzzle was pressed against her skull again, forcing her to obey.

Captor and hostage both walked out into the open at a steady pace. The White Fang started to take notice and stopped their work to watch Blake as she was pushed towards the human leader.

"What are you whelps all gawking at!?" Her captor yelled. "Get back to work!" They did as they were told. The commotion alerted the leader, who turned around to face them.

Blake recognized his face as Roman Torchwick, which only made her angrier. "Well, look what the cat dragged in." He strolled over to her with a smirk on his face, twirling his cane about in a carefree fashion. When he was close enough he pressed the end of cane up against her chin, pushing her face up to look him in the eye.

"Now what's a girl like you doing in a place like this? Don't you know there're criminals running around?" Blake just glared at him, unwilling to answer his tease.

"She was armed with this." Roman looked behind Blake at her captor with a raised eyebrow. "It is a weapon I recognize from my past life. It belonged to Adam's pet cat."

Blake's eyes widened again when he said that, and Roman's smirk turned predatory.

"Is that right?" Roman said, he reached above her head and tore the bow off revealing her cat ears. Roman then removed his cane from her chin as he stepped back and looked at Blake with a discerning eye. "You know, I gotta admit, Taurus never struck me as the 'young girl' type."

Blake glared daggers at the man but it only served to amuse him.

"Aww, is the little kitty-cat angry?" He laughed at his own taunt. "Tie her up and put her in the bullhead. We'll deal with her after we finish the heist."

Just then, a splat sounded behind her and the gun at her head was gone. Taking her chance, Blake spun around to see her captor had a banana peel on his face, temporarily blinding him. She snatched her weapon back from his hand then kicked him to the ground. Turning back to Roman, Blake was greeted with his cane pointed at her and a little aim sight at the end. Thinking fast, she jumped high into the air, leaving behind one of her shadows to take the hit.

The cane fired off an explosive flare that sent smoke bellowing into the sky. Before the smoke cleared, Roman fired several more rounds at Blake, who deft dodged the projectiles before disappearing behind a stack of containers for cover.

But it seems her choice had traded her one attacker for another. Lying in wait behind the crates was another White Fang member, large and wielding a heavy looking axe. His mask was different from the rest, it covered his whole face and had horns and red lenses covering his eyes.

The bottom half of the mask broke off with a jagged crack as he opened his mouth to speak, moving the lower jaw piece up and down as if it were his own jaw. "You die this night, traitor." He raised the axe high over his head and brought it down on Blake, but he missed.

Instead of Blake, he hit one of her shadows. His intended target had dashed to the side just in time to avoid the strike and was now delivering one of her own.

The man moved fast to block her attack, but Blake was faster. She ducked low, slashing upwards with Gambol Shroud and sending the masked man stumbling back several paces. She pushed her advantage, dashing forward and swatting at him with both blade and sheath until she sent him flying into a nearby crate.

Believing him to be out of commission, Blake took the risk of peeking out of cover to see Sun holding back the rest of the White Fang soldiers.

He fought extremely well, not even using his weapon until two White Fang bearing the same mask as the she had fought charged at him. Their bold attack surprised the boy, who just barely jumped out of their path. They both wielded brutish weapons, one had a large club covered in chains and spikes while the other held two jagged hatchets in her hands.

The two roared in challenge, like angry Grimm, and rushed Sun again. It was then that he took out a red bundle of sticks that collapsed into a long staff. He jumped over the two attackers and swatted them with the staff. They fell to the ground but quickly rose to face him again, glaring hatefully at him.

But as he fought the two, Blake noticed Roman was not among the present combatants.

"RAAGGHHH!"

Blake ducked her head just as the solider she had fought swung his axe at where her head had been. The strike was so strong, his axe had lodged itself into the metal crate she was standing by. He pulled at the weapon, but it would not budge. With a growl he abandoned it and advanced on Blake with only his bare hands.

Blake was stunned. Her attack should have knocked his aura out, why was he still fighting? Did he still have some of his aura left?

"I will rip you limb from limb!" He swung his right fist at Blake, aiming square for her face. Again, his punch only hit shadow as the girl leapt over him and drove her blade into his back.

But instead of simply pushing the man forward, the blade slid past his flesh and into his body. Blake's eyes went wide, and she quickly removed Gambol Shroud from him and backed away quickly. Blake turned her gaze to Gambol's edge, now covered in red blood.

Blake was horrified. Yes, when she was in the White Fang she had drawn blood many times, but never with a fatal blow. Blake had gone out of her way to make sure she only drew blood as a last resort, never letting herself get caught up in the rush and loose herself in the fight. She didn't want to become a murderer.

She didn't want to become… him…

But now she had. The man before her was dead and she had been the one to kill him. She had taken the life of another person.

So it was a surprise when she felt that dead man punch her across the face.

The shock and force sent her flying to the ground, though her aura soaked up any serious damage. She gawked, wide-eyed, as the man approached her, alive and completely ignoring the bloody wound she had inflicted on him.

"Blake!" Sun yelled, running from behind the White Fang and whacking him to the side with his staff. The monkey faunus rushed to her side and helped her up. "You okay?"

She nodded dumbly, still reeling from the fact she had almost taken a life. Realizing this wasn't the place for that, she cleared her thoughts and took up a combat stance with Sun at her back.

They were surrounded now. White Fang all around. Most wore the regular half-face masks but at least half of them wore the full-face masks of the more aggressive fighters. These ones snarled and hissed at the two teens, acting every bit like the animals so many believed them to be.

From the crowd Roman Torchwick walked in, that smug smirk on his face.

"Well, kiddies, as much fun as it's been watching you get beat up, I'm afraid we have to cut this playdate short." He raised his cane at the two of them, his smirk growing as his finger compressed on the trigger. "I would say nothing personal, but that would be a lie."

_BANG!_

"WHAT THE!?" Roman yelled in surprise as his hat was shot clean off his head, looking around for the source of the attack.

"HEY ASSHOLES!"

Blake recognized that voice. She and everyone else looked over to the source of the shout, Rojo Toro with his rifle aimed and barrel smoking. Yang and Weiss stood by his sides, weapons drawn and ready for battle.

Then, they all jumped out of the way just as an explosion took up the space where they once were. Blake turned, and saw an angry, hatless Torchwick glaring at them with his cane raised. He then pointed it back at Blake and Sun, fully intent on killing the two, when something happened.

The White Fang wearing the full-face masks, the ones that acted like animals, all of them began running towards her teammates. They shoved the other White Fang out of the way, even pushing past Roman himself, which earned an angry shout from the man.

"What the hell are you idiots doing!? We-"

"Be quiet, human!" The one Blake had stabbed yelled as he ripped a rifle out of the hands of another Fang. "We must kill that which should have died long ago! In the name of our glorious lord!" The other full-face masks roared in agreement and surged towards Blake's team.

Seeing their chance, Blake and Sun looked at each and nodded. Sun activated his semblance, sending two astral clones running towards Roman. They impacted against the man, sending him flying into the bullhead he came in on. Meanwhile, Blake used Gambol Shroud's ribbon to swing her weapon in an arc through the remaining White Fang, bringing their feet out from under them.

Now was their chance, they could end this thing now.

But the sound of roars and gunfire stilled Blake's hand.

Her teammates were in trouble.

She knew her teammates were no slouches in combat, but these weren't Grimm they were fighting. These were White Fang soldiers unlike any she had met during her time in the organization. They were violent, strong and extremely tenacious, even a blade in the back wasn't enough to stop them.

And they would be fighting to kill, her team would not. They wouldn't be prepared to fight a foe like this.

She and Sun might be enough to tip the scales in their favor, but that would mean leaving Torchwick to escape to rob another day.

Blake had to choice: save Vale's Dust shops, or save the first friends she ever made outside the White Fang.

The choice was obvious.

* * *

**~o0o~**

* * *

Rojo wasn't really sure how to feel at the moment. On one hand, they found Blake. On the other hand, she had been surrounded by almost forty White Fang soldiers all with their weapons trained on her and another faunus.

Luckily, Rojo was able to stop the one about to kill the two by shooting off his hat, but that just earned him and his two teammates an explosive flare.

And if that wasn't bad enough, not even a minute after they recovered from the blast, a ton of White Fang decided they wanted a piece of Rojo and his friends. And they were not afraid to let that desire be known.

They fought savagely. The ones with melee weapons charged the three with complete abandon and the ranged fighters fired their guns without caring if they hit friend or foe. Their strikes were brutal and hard, some even left cracks in the concrete where their weapons came down on.

They closed the gap in no-time, though it was of little concern for his team of close-quarters specialists. Rojo was the only one at a serious disadvantage in this, having no time to reload Redemption with all the enemies that surrounded them, he was forced to use his father's rifle as a club to fend off his attackers.

Yang and Weiss were fairing far better than the sharpshooter however, as their weapons were made for this kind of fighting, Yang more than Weiss, due to the nature of her semblance.

Yet even with Yang's strength and Weiss's glyphs the three Hunters-in-training couldn't push the White Fang back. No matter how hard they sent them down the White Fang just kept getting back up angrier than before.

But the strangest thing about these faunus wasn't their reckless tenacity, it was their odd fixation on Yang.

Even now, they seemed to focus more on her than Rojo or Weiss, only attacking the other two after they tried to take the pressure off Yang.

Now, Rojo didn't often worry about Yang. She was a strong girl who could take care of herself and beat the crap out of anyone who'd say otherwise. But even she had limits. Yang's semblance only applied to her _attack_ strength it did nothing to aid her aura levels. She returned each hit she took tenfold, but it was only a matter of time before her aura went out and she was subject to actual injuries.

Rojo and Weiss did their best to take the pressure off Yang, but the White Fang just wouldn't let up.

Then it happened.

Just as Rojo rammed the butt of Red Redemption into a White Fang's mask he heard Weiss let out an ear-piercing shriek. He turned, and saw his partner frozen in place with a horrified look on her face and a White Fang soldier standing in front of her.

With the tip of her rapier poking through his shoulder.

But this wasn't what was shocking. No, it was the fact that this man, who had a sword piercing his body, was not showing any sort of pain or discomfort despite the wound he had just suffered.

He just brought his own sword up to strike the still petrified heiress down.

"Weiss!" He cried out, but she would not move. Rojo made to shoot the weapon from the White Fang's hand, but he was interrupted when another White Fang gripped the barrel of his rifle and tried to yank it from his hands.

He struggled to keep the gun in his hands, but the faunus was strong and would not give up. He could not break free. Rojo's gaze shifted rapidly between his own attacker and the one about to kill his partner.

"WEISS!"

"Hey, big guy!"

The White Fang turned his head at the address just in time to see a pair of feet collide with his face. The force and surprise of it was enough to push him off the blade and onto the ground, blood freely leaking freely from his shoulder.

The culprit was someone Rojo was very shocked to see.

"You give faunus a bad name!" The new arrival proclaimed, casually spinning a long staff in circles.

It was the monkey faunus from Friday, the one he had helped the police apprehend.

What the hell was he doing here?

"Rojo!" As he looked at the blonde faunus, he felt the pull on his rifle vanish. The unexpected release made him yank the gun towards his chest, stumbling him back a step. The familiar voice made him look away to see Blake, her bow missing and her weapon just returning to her hand.

"Blake! I-"

"No time!" She interrupted, her voice urgent. "We need to leave, now!"

"We can take 'em!" Yang protests, punching another White Fang away.

Blake shakes her head. "These aren't regular soldiers! Something's wrong with them." She ducks a strike from one of them then kicks her attacker away. "They won't stay down, even if you break their aura."

"She's right." Weiss said, out of her stupor and standing next to Rojo. "They aren't afraid of getting hurt or even dying. They just want us dead." She spoke her words with a slight tremble, no doubt still reeling from almost killing a man.

"Then we'll give them a reason to be afraid!" Yang then, quite literally, exploded. A large nova of flame erupted from her body and sent all her assailants flying through the air.

No sooner did she do that, a familiar noise filled the air. Rojo gazed up and saw a pair of bullheads flying right towards them.

Their guns started spinning, and the leader of RWBY decided they needed to beat a hasty retreat.

"We're pulling out!" He shouted, much to the disbelief of Yang and the relief of Blake and Weiss.

"But we-" Yang tried to argue, but was interrupted by a strafing run fired by the two aircraft. The five teens managed to get out of the bullets' path just in time, however the aircraft were already circling around for a second run.

"We don't have the firepower to deal with the bullheads, Yang, and we didn't come here looking for a fight." Rojo started reloading his rifle as he spoke. "We came for Blake. We found her. Now we get her and ourselves back to Beacon before we end up looking like Mistral cheese!" He lodged the last bullet in and cocked Redemption's action lever.

Yang glared at him for a moment, but then looked up at the returning bullheads. She cursed under her breath and starting after the rest of her team, but not before giving a Rojo a look as she passed him.

The leader took up the rear of the retreat, firing at the pursuing White Fang. He aimed for their legs, hoping a bullet to the shin would be enough to keep them down without actually killing them. It wasn't.

Luckily, the bullhead pilots did not join their comrades in chasing the teens. This didn't bother the troops still in pursuit however, who continued chasing the five until they made it out of that maze of shipping containers. The sound of approaching police sirens was probably the reason for it, but Rojo honestly didn't care right now.

The group didn't stop running until they were out of the docks and three blocks away. The adrenaline that fueled them had now worn off, leaving the teens gasping for air. Rojo, Weiss and Yang were the more winded of the five, as they had been walking around Vale for almost twelve hours looking for their runaway teammate.

Speaking of which…

"Blake…" He said, exhaustion clear in his voice. Everyone looked over at the stetson wearing sharpshooter when he spoke. Their expressions mixed but all possessing a similar tiredness to his own.

Blake herself looked terrified. She was likely expecting to hear some lecture about betrayal and trust, but Rojo was too tired to scold her.

"Don't ever do that again." Confusion crossed her face, but she nodded in understanding.

"When we get back," Rojo spoke the words like he just ran a marathon, "When we get back to Beacon, you and Weiss are gonna talk this whole thing over-"

"I don't care."

Rojo and everyone else's head swiveled to look at the recovering heiress, certain they had misheard her.

"Come again?" Rojo asked, not believing what his ears heard.

Weiss let out a tired sigh and fixed Blake with a strong look. "I said I don't care anymore about it. You're obviously not one of them anymore, so why should I care that you used to be?"

"Weiss, I-" Blake tried to speak, but Weiss silenced her with a raised hand.

"No. I won't hear anymore of it." She stated firmly. "Just promise me, promise _us_, that if something like this comes up again you'll come to your teammates and not," she looked over at the monkey boy for a moment, "someone else."

A silence settled over them after that. Rojo saw the small smile appear on Blake's lips after a second, followed by a sniff.

"Okay," she whispered, just loud enough for them all to hear.

And with that simple agreement, team RWBY was made whole again.

* * *

**~o0o~**

* * *

Roman walked into his warehouse hideout with a scowl on his face. He was pissed. Pissed at the Red Wolves for abandoning the operation to kill some random kids instead of doing their job, and pissed that it cost him nearly the entire haul.

Oh, they managed to scare off the brats, but they weren't very discrete about it. The cops showed up before they even had half of the containers secured for transport, meaning they didn't grab nearly as much as they were supposed to.

They snagged four crates, just four, before they had to hightail it out of there.

Roman was very tempted to just leave the Wolves at the docks for what they did. Wanted to leave them for the cops to find, knowing they'd probably die before surrendering and take some of the pigs with them in the process.

But Roman knew he'd been given a ton of shit for letting those maniacs die. They were too valuable to lose and Cinder was very keen on keeping her alliance with them alive.

Roman reached for one of his cigars, he needed a smoke after all this crap.

"How very disappointing, Roman." Roman turned around with a jolt at the sudden but familiar voice.

"Whoa! I… I wasn't expecting you here so soon…" He forced a nervous smile as spoke. All he could see were those burning eyes of hers as she stood in the shadows.

"When I hired you I was expecting a bit more… professionalism."

"Hey! _You_ were the one who wanted to work with those damn psychos, remember?" Roman wasn't about to let her talk him down. "The White Fang mutts were bad enough but the Red Wolv-"

"You will continue to work with them whether you like it or not." She interrupted the thief with a calm voice, conjuring up a fireball to remind him he had no say in the matter.

"We have _big_ plans for you, Roman." The fire in her hand illuminating her face and the silhouettes of those two brats she always had with her. "All we ask is… a little cooperation."

Roman snorted. "Well, maybe you should go have a chat with the head Wolf again. Ask him why his guys decided killing a few kids was more important than the job they were brought here for."

Cinder just kept smiling that knowing smile of hers. "I intend to." And she closed her fist around the flames, snuffing them out.

* * *

**Author's Note: Okay, first off I'll address the elephant in the room. Penny wasn't in this I know. Why? Because I could not think of a way to include her without it being forced. She will appear later in the story, but her role is more minor than in the show.**

**The part with Rojo tripping Sun was also intentional. I don't know about you guys, but I could never understand why people don't try to help policemen when they easily could. And considering Sun was a stowaway on the ship, not a passenger, I can't really understand how Yang came to the conclusion he was a student from Vacuo.**

**I didn't like writing much of this chapter. Parts with Roman were fun, but Blake was a bitch to write for due to her personality. Still, I hope it was still entertaining for you. Next chapter will be better, I promise.**

**As Always: Please Fav, Follow, and Review! Thank You!**

**DeadRich18 Out!**


	18. Chapter 17: New Life & New Problems

**I do not own RWBY. I do however own the Original Characters.**

**Well, Volume 3 is over. Now we wait for Volume 4! IF YOU SOMEHOW HAVEN'T SEEN THE FINALE I FEEL SORRY FOR YOU, ALSO DON'T READ THIS!**

**I have got to say, this one was my favorite volume by far. Not only has the animation gotten tremendously better, but the overall story was simply amazing. So many deaths in so little time!**

**And the big reveal at the end, man that was cool. Narrator is actually a character in the show and the main villain to boot. Love the name too. I would never have thought to use Salem.**

**In regards to all that has been revealed to us through these last few episodes, it has changed little for what I have in mind for **_**Grimm Heir**_**. In fact, I think it has opened dozens of opportunities for me to explore.**

**Also: I LAUGHED WHEN PYRRHA AND PENNY DIED! LONG LIVE EEEEVVVVIIIIILLLL!**

**Answer Time!**

**Fuckboy Chris: Thank you! Happy you liked it.**

**HHH1: You forget, they have regularly scheduled supply drops for the Wolves, providing a messenger the easiest way to contact them. They are indeed much stronger than their unmasked counterparts. It is clear Cinder does not like to tread lightly with issues like this.**

**I am happy you enjoy how Rojo runs his team. Him being a guy definitely changes the dynamic of the group, (get your heads out of the gutter!) and gives a new look to the members of team RWBY.**

**You ain't stupid! None of you is!**

**Thank you for the praise. Don't worry, I've got a few ideas for the dragon.**

**Phantomwa1ker: Happy you like it so much.**

**Mysterious Man: I already have a semblance for Rojo in mind, but thank you for the idea.**

**Trickster3696: No, she can't. If Silver could, she'd be way too OP.**

**Knight7572: Now why would I do that? Hehehehe…**

**5****th**** Dimension: I apologies for that, I wrote it with the assumption that everyone was already up to speed with the show. I am happy you were pleased with the chapter.**

**Dragon Blitz 85: It could happen.**

**Shadow Walker of Fire: Crap! He found me!**

**FireDragonX23: Thank you for telling me this, I wasn't aware that it was starting to get boring for some of you. This chapter may not be the most light-hearted, (still has some though), but with volume 1 finished in this story I can put in a few filler chapters with a bit more humor than I usually have. I am very appreciative of you telling me this, again, thank you.**

**TheDeathly-Z: If I told you it wouldn't be much of a surprise, now would it?**

**Antex-The Legendary Zoroark: Thank you! I will!**

**GameboyNinjaUltimate Icarus: They just barely avoided it this time. The next encounter may not be so… kind.**

**Trewill91:**

**Chapter 6: There is no O sound at the end of tortoise!**

**Chapter 9: It is something far more than a mere medical disorder.**

**Chapter 13: That she does.**

**Chapter 14: How big is the army? And what Grimm does it have?**

**Chapter 17: That was something that always bugged me about the show. How could she tell he was a student, especially since we later learn he's from Haven. In response to you pointing out this, I will point out why they don't make sense.**

**1\. If he was a student, than why did he stowaway instead of buy a ticket?**

**2\. His age doesn't say anything about what he does.**

**3\. Mercury, Emerald, Neo and Cinder could all easily evade the cops. And it wasn't a whole squad of them, it was TWO, on foot! It's not that hard to run away from someone, Huntsman-in-training or not.**

**Grubk1ng: Do not worry, my bloodthirsty friend, you will have your killings.**

**Miner249er: Seeing as they are tied directly to a person's soul it could very well be possible. Imagine that for a moment.**

**The Weeping Prophet: So the White Fang can only move one space forward? I joke! A very extreme comparison but not without merit. It would be more accurate to say the Red Wolves are each worth 4 White Fang members. She will fight them in due time, sir, in due time.**

**Gaara king of the sand: All I'm saying is it will happen. You've actually raised a good question with whether Yang will recognize her or not. It has been so long, she may not know it is her at first. She may think it is someone else.**

**GoreslashDOW: First person to ask me that! I might I might not!**

**5 Coloured Walker: Thank you, here is the reward for your patience.**

**Unknow: Don't know!**

**Helium 3: Surprisingly no. It gave me a bit to think about, but in the end it actually provides me with MORE material for my story. I already have a plan for Salem, and I think you guys will love it.**

**Hunterultra: Already got plans for her.**

**Guest: Think what could work?**

**Rook435: You will have to wait and see…**

**VariousStories: It will happen, eventually.**

**Abrams 1559:**

**Chapter 14: Now there's a thought.**

**Chapter 13: Only time will tell…**

**Guest: I am happy you think that about my work, hope you like this chapter too.**

**Shadowolf:**

**Chapter 9: You must wait and see.**

**Chapter 12: Thank you, I try.**

**Chapter 17: Don't worry, I got the reunion all figured out already.**

**Guest: Yes, I will add Salem. No, she is not the Overlord's mom.**

**Guest: Yes, I will add Salem. No, she won't.**

**Paridiselost: I doubt you anticipate it THAT much, still thank you.**

**Keiser: I do my best.**

**TheKingOfPikachusAndDragons: Glad you think so.**

**Grimmpickles: Thank you, here is are the answers to your questions in the order you asked them: Not telling you. Maybe. Time will tell.**

**Minesniper: You have no idea how much of a bitch it was with the lines.**

**Unknown: Yes I am.**

**Over thirty reviews for this chapter alone. Damn.**

**Onto the story! Hope you guys like it!**

* * *

**Grimm Heir**

**Chapter Seventeen: New Life &amp; New Problems**

It watched…

From high above the Proving Pit where the Tracker Thrall proved its worth, the Overlord of the Grimm watched, in silence, as its daughter and heir performed the most sacred of acts for the second time in her life.

Creating new Grimm…

The process itself was fairly simple, but also incredibly complex. It had taken the Overlord over half a decade to even understand the ritual itself. At its core, the ritual of summoning required only two things to succeed: black blood and negative emotion.

The black blood of Grimm, the blood that flowed through the Overlord and its heir, (and also Pup), is what the new Grimm's body is built from. It forms the bones, muscles, organs and hide of the beast.

But this was only half of what was needed. The blood would form the body, but that is all it did. Only the body would be formed, a static, lifeless body without even basest of instincts to propel it. Empty.

For the Grimm are like fire, they need fuel to come alive.

And negative emotion was the Grimm's fuel.

Imbued into the body as it forms, hatred, envy, and other Dustling emotions are sown into the Grimm's very being, along with the subconscious desire to kill Dustlings and all they've created. It ignites a spark in them, compelling their blood to flow, their limbs to move, and their minds to develop.

Once finished, the new Grimm's template is, for a lack of better term, catalogued subconsciously. Everything from height and weight to the exact number of scales or hairs is remembered and saved, allowing the summoner to conjure forth the same Grimm again without using its blood.

To be honest, the Overlord was still very perplexed by this part of the procedure, having never figured out why it only required its blood for the _first_ Grimm and not the rest. But it forsook seeking the answer to this question long ago, there was no reason nor want to discover it.

The blood brought the body and the emotion brought the life. That was all that was needed to know.

However, a body cannot be simply conjured from a pool of rage infused blood. If it was, all that would be spawned would be an ill-tempered blob of black ichor incapable of doing anything.

The Overlord had learned, (through many, _many_ trials), that for the blood to form the desired shape it must _know_ the shape it is meant to take.

If the summoner desires more than a pile of mucus, they will need to create a stencil of the Grimm's body in the ground. By indenting the ground with the basic outline of the creature, it gives the blood a path to travel and a basic understanding for the shape it is to form.

And this was what Silver was doing right now.

The Pit had been the birthplace of many land-based Grimm. Its soft, sandy dirt and ample space provided a perfect canvas for creating Grimm templates. Silver's first chomper was conceived on its sands, wretched from its outline kicking and shrieking.

But that day had only seen _one_ new Grimm born, this day would see _two_.

Without the distraction of planning attacks on the dwindling Dustling nests she usually preyed on, Silver had time to ponder the designs for her next Grimm.

And today would see these designs brought to life.

However, Silver did not want to test them in the traditional fashion of throwing them at one of the control nests, at least not yet. She wanted a more controlled trial for her creations before losing them on the world, determine if they were effective without wasting energy making more.

Though surprised by its daughter's decision, the Overlord saw logic in the suggestion. As it had done with the Tracker Thrall's proving, the new Grimm's opponents would be the fittest of the most recently captured slaves, though the amount was tripled.

The Overlord doubted the Dustlings' numerical advantage would be of much help however. The templates Silver was creating did not display small, fragile creatures like her chompers, but mighty beasts whose size would see them unhindered by their many foes.

Silver had already finished one of the templates, displaying a large, saber-toothed feline posed with front paws outstretched ready to grab some nonexistent target. Its sleek frame and long, spear-tipped tail gave it a stealthy and cunning look, telling the Overlord it would play the role of assassin and hunter. Striking from the shadows at the unwary, sowing terror and panic wherever it struck, this Grimm would become an unseen herald of the Grimm horde.

The unfinished template displayed a much different beast forming. What there was to see showed a creature possessing great strength and size. Thick, armored arms and large fists spoke plenty of this beast's purpose. A complete opposite to its sibling, this Grimm would be a juggernaut of destruction, flattening anything that crossed its path with extreme prejudice.

And as Silver continued to etch the outline of her Grimm into the ground, the more this observation was proven.

Finally, Silver had completed her second template. The finished design showed the muscular body of a great ape with the head and hind-legs of a bull. It stood upright on short legs with its massive arms stretched out to the sides as if to challenge someone. From its vantage point, the Overlord could see the ape stood taller than even an elder bear on its hind-legs.

Silver stepped back to admire her work. She had been spending close to an hour working on the two templates, making sure they were without flaws. Silver then looked up to the Overlord, her eyes silently asking to continue the ritual.

The Overlord nodded its head.

Silver smiled, and returned her gaze to the two templates before her. She walked towards them, now standing just in the middle of the two drawings, and swiftly slit both her wrists and hung them over the templates.

The black blood oozed from her wounds like a syrupy waterfall, easing into the grooves Silver had etched. The blood traveled steadily across the templates, making them stand out much more.

Silver's wrist bled for two minutes before finally clotting, but by then enough blood had left her body. She swayed ever so slightly from the bloodletting, but did not let it affect her, she couldn't let it affect her.

She still had to actually summon the Grimm.

When the blood had filled out the entirety of the two templates Silver began the delicate process of infusing the blood with negativity. The Overlord watched as wisps of pure rage, hatred and fear crept into the black liquid.

As the emotions entered the blood, it began boiling. The ichor frothed violently, tarry bubbles building up on each other, but it did not spill out of its mold. Rather, the blood began seeping inward towards the center of each template, slowly coloring both beasts blacker than night.

This went on for nearly two hours, the blood in each template easing into the complete shapes of the Grimm and Silver channeling negativity into them. The Overlord was very proud of its daughter right now, as she was still conscious throughout the entire ritual, despite the amount of energy she was depositing into these two Grimm.

The amount she was using far surpassed the amount used to create her first Chomper, a Grimm so small that the ritual to summon it lasted barely five minutes. It had been far less taxing on Silver's body as a result, letting her recover in only a few hours. But this time she was summoning much larger Grimm, and two of them at that.

The Overlord was thankful they were hidden from their enemies. A First summoning always left the participant extremely vulnerable. Silver would need to rest after she finished the summoning, something it was sure she would welcome.

Finally, the templates had been completed blacked out. Blood covered every inch of ground within the two outlines, simmering and steaming like scalding water.

Just as the last patch of earth was blotted out Silver stopped feeding negativity into the templates.

They were ready.

Turning so that she was facing the feline template, Silver knelt down and reached into the blood with both claws. They sunk deep into the blood, far deeper than the shallow pool should physically allow. She kept going until the liquid reached her elbows, then, with all her might, she heaved her claws out of the blood.

Along with the head of the Grimm.

She held it by the base of its head, lifting it up out of the blood. The saber-toothed Grimm cat hissed and snarled as it entered the world, but it dared not move out of Silver's grasp. When the beast's head and neck were completely removed from the blood, Silver gently stood back up, lifting the beast further out of the blood.

Soon, the Grimm was far enough out of the blood that it was able to reach out to the edge of its template with its front paws. With the leverage of solid ground to aid it, the Grimm was able to pull itself out of the template without any further aid from Silver, allowing the heir to assist her other creation's birth.

The ape's template was acting in far different manner than its feline counterpart. While the blood of cat's template had simply boiled and bubbled, the blood of the ape's template was a violent storm. The blood formed waves within the outline, crashing against themselves with furious strength. This was a sign of the ape's latent aggression. Not even out of the template and already the Grimm was craving violence.

It reminded the Overlord of when it created the boars.

As before, Silver knelt down and reached into the turbulent waves of blood. She did not need to reach as deep this time, but was almost pulled into the blood by her enraged Grimm. The black waves almost immediately calmed when this happened, as if the creature beneath had just realized what was happening.

Silver pulled up her second creation, its massive hands grasped in her own. She stood up, and began moving back, revealing more of her new Grimm with every step she took.

When the giant beast was half way out of the template, Silver let go. It continued pulling itself from its outline, its effort punctuated with grunts and growls and snorts.

Soon, both Grimm had completely left their bloody templates, black blood still dripping from their bodies. They were truly magnificent beasts, imposing and ferocious. The two Grimm stood before their mistress and maker, looking down at her with burning red eyes. Then they lowered themselves in bows, submitting themselves to her will.

The ritual was complete.

'_Send the slaves in, armed.'_ The Overlord ordered the Thralls waiting outside the Pit chamber. _'The newborns hunger.'_

As soon as it issued the order, the ritual's other observer leapt into the Pit to retrieve Silver.

Pup had been watching the entire ceremony from the edge of the Pit's walls, waiting for the slightest sign of danger. Its concern was unwarranted, but appreciated. The Overlord was beginning to truly admire the reliability the beast held, along with its devotion to its daughter.

A daughter that was currently so exhausted she just fell onto Pup's lowered back without a second thought.

'_Take her to her nook, Pup,'_ the Overlord commanded. _'Let none disturb her rest. I will come to see her after the Proving.'_

The Grimm-wolf gave no reply and jumped out of the Pit with its sleeping cargo draped over its back. It walked away calmly and carefully, mindful that too much movement would jar Silver's limp body free from its back.

The Overlord wished it would move faster, however. The slaves were just arriving at the Pit and it worried their loud chatter would rouse Silver from her sleep. Thankfully, her slumber was deep and the Dustlings' shouts did nothing to stir the heir out of it.

The two Grimm, however, were a different story.

Spurred by the noise and scent of contempt, the two Grimm made their way over to the slaves. But in different ways. The ape-bull reared up and pounded its broad chest, roaring with rage, before charging forward on all fours like real great ape. The feline chose a more covert approach, leaping onto the ledge of the Pit and running silently along its edge to catch them from behind.

The ape-bull's roar and thundering steps startled the slaves, who were still arming themselves with the weapons the Thralls threw in with them. Though it was only for a brief moment, their hesitation lasted long enough for the berserk Grimm to reach the Dustlings before they even knew what was happening.

Just as the Grimm reached them it raised its giant arms into the air and brought them down hard. The force of the attack sent up a mighty plume of dust, dazing most of the Dustling slaves and sending the rest flying back.

Not waiting for them to recover, it immediately started swinging its fists left and right, utterly destroying eight Dustlings unfortunate enough to be in its range. It then grabbed one of the Dustlings and rammed the creature into its maw.

As the Grimm gorged itself on their comrade, the remaining Dustlings took the opportunity to collect themselves from its initial attack. Rage and fear flowed off them in equal measures as they saw the last of their comrade disappear into the Grimm's mouth.

Half of the survivors charged the giant beast, rage and vengeance spurring them on, while the other half gave in to their fear and ran.

These cowards had only traded one Grimm for another.

The ones closest to the Pit's walls were the first to go, speared like fish on the feline's spear-tipped tail. These Dustlings didn't even have time to scream before they were pulled into the shadows and into the feline's claws and fangs.

It was when the feline finally decided to exit the darkness and finish off the rest of its cowardly prey that the Overlord turned away from the carnage.

The Overlord did not require any more proof that these two species would become great additions to the Grimm horde. They tore through the Dustlings like blades through air, relentless and savage.

And this was done by only two of them; the Overlord was most eager to witness what a pack of each of them could do to a Dustling nest.

Of course, it would have to wait until after Silver regained her strength from summoning the two Grimm. The amount of energy used would see her out of action for two, maybe four, weeks. Though there could be a way to accelerate the process.

The Overlord recalled how consuming Dustling souls increased Silver's power and restored her vitality. Perhaps they could aid in her recovery as well.

The Overlord had ordered Silver to limit her soul eating after her return from the north, only one soul every two months and only with the Overlord's direct permission. Silver had consumed a soul two weeks prior to the ritual, a Beastling female too broken by the Thralls to be of any use.

But considering Silver's most recent achievement and the condition it put her in the Overlord decided she deserved a treat.

It would have Flinch bring her a slave to feed on later, a healthier, more intact one this time. Silver said they had more satisfying souls.

However, it seemed that the Overlord would not need to go searching for its first slave, as she was standing right next to the tunnel the Overlord had chosen to leave the Proving Pit by.

Accompanying Flinch was the hound she had become so attached to, along with the enthralled Tracker.

It had assigned the Thrall to be Flinch's direct subordinate after its Proving, where Flinch goes it goes. Its main purpose was to act as her bodyguard during any meetings with their "allies" that Flinch might be forced to attained, but it had another purpose outside of that.

'_Why are you here?'_ The Overlord asked the Thrall.

The creature turned to Flinch and said, "The Master asks why we are here."

The Overlord was not fond of speaking in the Dustling tongue, but it could not give Flinch orders without it. It would use a medium whenever it could, either through Silver or a nearby Thrall, but Silver was not always present to translate and Flinch did not like Thralls accompanying her when inside the caverns or the Gulch.

So the Overlord appointed the Tracker Thrall to be Flinch's personal interpreter.

It had sensed her displeasure when it informed her of this decision, but the slave did not dare object.

She knew her place.

After the question was repeated Flinch bowed her head to the Overlord. "Master," she began, "I apologize for any interruption I may have caused, but a matter has arisen that requires your attention."

The screams of Dustling slaves had ended now, replaced with the wet echoes of slapping meat and cracking bones. The change in noise gained Flinch's curiosity, who tried to look past the Overlord to get a better look at the Grimm feasting in the Proving Pit.

The Overlord gave a short growl at its slave's behavior, snapping her back into reality. Before she could begin speaking however, the Overlord walked right past her and motioned for her to follow. She ran to catch up with it, her two guards close behind.

'_Speak.'_ The Overlord had no immediate duties other than checking on Silver, but if whatever Flinch had to report was actually important then she wouldn't have been so easily distracted by new Grimm.

"It appears there was an… incident involving the Thralls stationed in Vale." She explained, earning a raised eye from the Overlord. "The details of it aren't very important, but essentially the Thralls abandoned that thief Torchwick during a major Dust raid to pursue a group of children. When questioned, all they would say was that they needed to 'kill what should have died long ago' in your name."

The Overlord stopped dead in its tracks.

Kill what should have died long ago… they had encountered the Deliverer!

This was greatly worrying. The Overlord had ordered all its Grimm to attack the Deliverer on sight when it learned of her survival, but it had not anticipated her interfering with its _allies_ in the eastern nest.

And the Thralls did not help by outright telling their _allies_ that there was someone they wanted dead at any cost.

Now that blasted Cinder would try to use this against the Overlord. Use it as leverage to gain more advantages from this alliance of theirs.

Rage built inside its body. Things had been going so well for the Overlord until now. Silver had created new Grimm, the Thralls had begun setting up a staging area in that underground Dustling ruin, and the number of Hunters and Trackers operating in its territory had been greatly reduced.

And then it learns _this_…

The Overlord collects itself with a large sigh. At least the Thralls weren't stupid enough to tell them _who_ they were after.

'_Is there anything else?'_ It asked, hoping beyond hope that there wasn't.

But when it saw the look on Flinch's face it knew that hope was futile. "Cinder is demanding another audience with you, Master." She told it, her voice sounding just as displeased as the Overlord felt. "She wants you to take responsibility for the Thralls' behavior."

The Overlord was furious with this. Did Cinder truly believe she could just call for it like some pet? The Overlord answered to nothing, especially not to a Dustling. What gave that little Dustling the audacity to believe she had power over it? It had more important things to do than listen to that arrogant little creature lament.

'_You and the Tracker Thrall shall meet her instead.'_ The Overlord instructed. _'Tell her I am too busy to attend, but nothing more. Learn what she wants in reparations for the Thralls' actions.'_

The Thrall bowed its head to the Overlord as it recited its words to Flinch, who also bowed her head once the command was finished. "As you command, my master."

'_In addition, a pack of ten Thralls and twenty chompers will accompany you as an escort, along with a single extra Grimm of your choosing, however it must remain hidden unless you are in danger.'_ The Overlord would not allow its slave to go into this without protection.

Gratitude flowed from Flinch when the Thrall finished repeating, and she bowed her head once more. "Thank you, Master, I ask to bring Armor with me." The Overlord nodded to her request, bringing a smile to the slave's face. "I will prepare to leave immediately."

Flinch made to leave then, but the Overlord put a hand on her shoulder. The slave immediately stopped when she felt her master's hand. She looked up at it with fear, clearly worried that she had angered the Overlord in some way.

'_This will not be the same as the first meeting, Flinch. I will not be watching you this time.'_ It said seriously, _'The outcome of this will be completely dependent on you.'_

The Overlord squeezed her shoulder tightly, _'Do _not_ disappoint me.'_

It could feel her trembling, taste her fear. She forced a smile that only intensified her terrified expression. "O-of c-c-course, M-Master." She said shakily. "I-I w-will not f-fail y-you."

It gave no reply to her words, only letting go of her shoulder to allow her to be on her way. Flinch was quick to do so, walking away at a rushed pace with her two guards close behind.

The Overlord watched her retreating form vanish into the darkness and did not resume its own stride until the echo of Flinch's feet faded from the tunnel.

The Overlord had not lied when it told Flinch it was too busy to meet with Cinder, though it doubted the slave actually knew that. Not that Flinch would question it if it was a lie, she hated that Dustling as much as the Overlord did and was not afraid to show it.

But this was not the time to ponder its slave's view on others.

Increasing the pace of its stride, the Overlord followed the path leading to the main caverns. Its thoughts drifting away from Flinch's report and towards its daughter. And the more it thought of her, the more it realized she deserved more than a mere treat for her new Grimm.

She needed something that truly showed the Overlord's appreciation and pride for her. Something truly special.

The Overlord smiled after a moment. It knew exactly what to give her…

But first, that extra soul Silver deserved. She was probably starving from the ritual, after all.

* * *

**~o0o~**

* * *

"Are you sure they're going to show, Cinder?" Mercury asked, his tone bored and tired. "I mean, this is the leader of the Red Wolves we're talking about. Didn't he send someone else the first time?"

"You idiot." Emerald responded, glaring at the assassin's son. "Cinder said he was there the entire time, remember? Pretending to be one of the guards."

"And that immediately means he's going to show up again?" He retorted. "When you're the leader of the most hated bunch of psychos this side of Vytal, you don't get where you are by showing your face a lot."

"He _has_ to show up." Emerald argued. "Cinder ordered-"

"Enough." Cinder interrupted, growing tired of the argument between her subordinates. "Mercury is right, Emerald. The leader of the Red Wolves will not show himself for something as trivial as insubordinate underlings." She then stood up from where she sat in the ruined Mountain Glenn diner and walked over to look out the window. "And neither would I."

The situation with the Red Wolves was the last thing on Cinder's mind. Though she was admittedly very curious to why these viscous warriors had completely abandoned Roman to pursue a group of Beacon students, it was only an excuse to address a far greater issue.

The 'Nullifier Devices' that the Wolves used…

They were useless pieces of junk.

Cinder had been suspicious of the Wolves' supposed control of the Grimm the moment Neo reported it. A group of raiders possessing devices that could influence Grimm? Please. She knew better to think Grimm could be controlled by any man-made device.

And when Cinder brought one of the devices to her… mentor, it only confirmed her doubts over the devices. Her mentor stated that they had no more power over the Grimm than a single grain of sand did.

But that just raised a greater question. If the Nullifiers weren't the reason for the Red Wolves' control over Grimm, then what was?

Cinder needed to know, but she couldn't draw attention to it. Only she, Emerald, and Mercury knew that the devices were worthless. If Roman and the White Fang learned the truth it could jeopardize everything she had worked for. This alliance was fragile enough as it is without two-thirds of her forces finding out the other third was lying to them.

So when Roman told her what happened at the docks Cinder seized the opportunity. She sent Neo along with the latest supply drop for the Wolves to deliver the message to the ones stationed to pick up the equipment, along with the coordinates for this location.

True, she could make use of the insubordination, and she would, to blackmail the Red Wolves into providing more support for her plan, but it was only a secondary goal for her.

Their secret of Grimm taming was the main focus, and be it through words or force, Cinder would uncover it.

A kokushi suddenly darted out from behind a building corner and into view. The small Grimm swiveled its head side to side before zoning in on Cinder's location. It opened its jaws and shrieked several times before it was joined by more of its kind.

Followed closely by the people she had been waiting for.

The Red Wolves had arrived.

There were twelve of them in total, but two stood out from the rest. The first was that the woman, Flinch, from the first meeting. Her black gown and maskless face stood out among her white clad escorts.

The other was the armored Wolf walking at her side. He was at least a head taller than the rest of the Wolves, his broad frame encased in metal plates that protected most of his body while still allowing decent flexibility. His armor was painted white with red trimmings, a crimson hawk with its wings spread wide took up the center of his breastplate.

He carried a large mace with him, resting the weapon on his shoulder. Even from this distance Cinder could see the wicked, spiked head of the weapon, along with the dark splotches that stained it.

The Wolves approached the diner at a hurried pace, already betraying their agitation towards the whole situation.

"Come on," Cinder said, motioning Emerald and Mercury to follow her out of the ruin. The two obeyed and took their places at both of Cinder's sides.

"Don't do anything stupid, Mercury." Emerald hissed at the boy, making Cinder want to fix the girl with a glare. Ever since Cinder recruited the assassin's son Emerald had been becoming more and more irritating.

Street rat that she was, Mercury's presence made Emerald feel threatened. She did not want to lose her only source of food and shelter to an assassin.

A stupid fear, really. Emerald had yet to play her part.

The two parties met each other halfway, with at least fifteen feet of cracked concrete between them.

"Emissary Flinch," Cinder began, giving the woman a respectful bow of the head, which her two subordinates copied. "How nice to see you again."

The woman's lips twitched as she suppressed a scowl, "What is it you want, Cinder?"

Straight to the point, just like before. "You know what I want, Flinch. Answers." Cinder answered. "Why would the Red Wolves, the most feared group of warriors outside the kingdoms, put killing a group of children over completing a very important mission?"

Cinder held her smile as Flinch's glare intensified. The woman was almost as quick to anger as Emerald was.

After a tense moment of internal conflict on the blonde's part, she finally answered. "One of those children saw something they shouldn't have." Flinch answered. "They were assumed dead, but our leader ordered us to keep an eye out for them in case they had survived."

So the Wolves had a loose end that needed cutting. Interesting. "And what was it that they saw, if I may ask?"

"It doesn't concern you," Flinch responded with a scowl. "What they saw happened years ago, long before we began working with you."

"It does concern me because your men put that order above their mission and jeopardized our entire operation over some stray." Cinder began walking towards the woman and her guards, her stride confident and calm. "You agreed to work with us. How can we work effectively if our two groups keep vital secrets from each other?"

She was now just inches away from the taller woman, smirking at the glare Flinch was giving.

"And when you lie right to our faces."

Flinch's glare turned to a look of confusion as she blinked at Cinder's words. "What?"

Cinder's smile slowly morphed into a frown as she held up her Nullifier device for Flinch to see. It was a tiny thing, a plain metal circle with four arrows jutting from each side and a small red Dust crystal set in its center. It was something that looked like it belonged on a necklace string or a badge pin, making it look as useless as it actually was.

"I wonder, how long did you think it would take for us to figure out that these things are worthless?" Flinch's eyes went wide, "Or did you think we would never figure it out at all?"

The mace wielding Wolf stepped forward with his weapon at the ready. "Speak your next words carefully, human." He said in a surprisingly young voice. "They may very well be your last."

The other Red Wolves raised their weapons at the trio and the kokushi started snapping their jaws at them. They were about to advance, when Flinch stopped them with a raised hand.

The woman had regained her composure from Cinder's statement and looked at her with a blank, unreadable stare.

"What is it you want?" Flinch asked, her voice as emotionless as her face.

"Answers."

Cinder ignited the trinket held in her hand, letting the flames eat it away until only ashes remained. But with all present so focused on the burning scrap of metal, no one noticed an old crow land on a nearby lamppost to preen its dusty feathers.

* * *

**~o0o~**

* * *

'_Daaadddyyy! I am not a sprite anymore!'_ Silver weakly protested as her father brought another spoonful of soup up to her mouth. _'I can feed myself!'_

'_No, you can't.'_ He said firmly, _'The Dustling's soul may have restored some of your strength, but you still need to conserve what little you have. You are still too weak, and therefore need to focus on regaining your lost strength.'_

Silver let out an audible whine before reluctantly opening her mouth for the approaching spoon. She closed her lips over the utensil once enough had entered her mouth, using her tongue to scoop out the spoon's contents before her father removed it.

It slipped out her from her lips silently, giving the heir the freedom to begin chewing up the tender meat and vegetable chunks, savoring the flavor of the soup, before swallowing it.

At least it was tasty.

The dual summoning had taken more out of Silver than she had originally anticipated. Though she had expected to feel some level of fatigue from the ritual, she had underestimated the amount of blood and negativity required to summon two Grimm of that size, resulting in her fainting.

When she came to, she found herself resting propped up against Pup with a soft bed of animal furs beneath her and a mountain of looted Dustling quilts and blankets on top of her. The sensation of the fur and fabric against her bare skin told her she was naked, her clothes removed during her unconscious state.

She was very weak upon waking, unable to move her arms or legs and just barely able to turn her head side to side. When Father brought a Dustling for Silver to feed off, he had to actually place her claws over its head himself. But even after draining the Dustling of its aura and soul Silver was still too feeble to move more than her head.

Father had given her strict instructions to not push herself during this recovery process. She was to remain in her nook and rest until she was better.

That meant no training, no fighting, no jumping, no playing, and no running. Only rest, water, and food.

At least Daddy and Pup were here to keep her company, she'd probably go mad with boredom otherwise.

'_You know,'_ her father began, refilling the spoon with another mouthful of soup, _'this reminds me of the time you ate that poisonous mushroom. Remember?'_

'_Daddy!'_ Silver could feel what little blood she had left rush to her cheeks as her father recalled what had been a very embarrassing time for the heir. _'Pup doesn't want to hear this story!'_

Her father rose an eye and smirked at her. _'Pup, bark if you want to hear this story.'_

_BARK!_

'_Traitor…'_

'_You were such a little thing back then,'_ her father said as he continued to feed her. _'I could hold you with just one hand. We were walking back to the Gulch after watching a Grimm pack ambush a Dustling caravan when something caught your eye._

'_Nestled against the base of a tree was a patch of poisonous mushrooms. Of course you didn't know that at the time.'_ Silver growled at him. _'You had never seen this type of mushroom, and thought they were like the ones that grow here. Before I could do or say anything to stop you, you ran up to them, plopped one into your mouth, and ate it. You were sick for days!'_ Her father chuckled good naturedly at the memory, like it was something funny.

It wasn't! It had been embarrassing and disgusting. Silver was bedridden for a week thanks to that mushroom. She could barely keep anything down, and when she did, she just threw it up later. And Daddy didn't make it better. For the first two days of it, he did nothing but scold her for acting without thinking, saying she had to live with the consequences and to be more careful with what she puts in her mouth.

Seeing the scowl on her face, Daddy gave her a reassuring pat on the head. _'Don't be so sour, little Rose.'_ He set down the bowl and spoon and moved himself to sit next to her. _'It is in the past, far behind you. Besides,' _He flashed her a teasing grin, _'now you know to never eat that type of mushroom again.'_

"Bah!" Silver exclaimed, turning her head sharply from her father with her chin held high.

He laughed. _'Come now, don't be like that. You know I jest with you.'_

'_Well it wasn't funny!'_ She pouted, still refusing to meet his eyes. _'It was very mean!'_

After a moment, Silver felt his hand on her shoulder. _'You know, sulking will not hasten your recovery.'_ He gently began turning her so that she would face him. _'What troubles you, little Rose? Ever since you woke you've been acting unlike yourself. Please, tell me.'_

Silver's eyes met his own, her strange black-silver orbs locked with the fiery embers of her father. She could see the vast wisdom and experience they held, see the cunning they gleamed with. But also kindness and patience, deep beneath the cunning, hidden like serpents in the grass.

And like serpents their venom corroded her resolve. Silver's scowl melted away and her gaze softened.

'_I hate this.'_ Her words were like whispers in the wind, _'I hate being so weak that I cannot stand on my own, so weak I cannot lift my claws more than an inch off the ground. I feel so defenseless, Daddy, so very defenseless.'_ Her vision began to blur with tears as she voiced her emotions to her father. _'How can I lead the Grimm if this is what I am reduced to every time I summon a new one? How can I-'_

Silver's lamenting stopped as her father brought her into a gentle embrace. _'There, there, little Rose. There, there.'_ He rocked her in his arms as he spoke, calming his distressed heir. _'Your current state has nothing to do with some inability to summon Grimm, nothing at all. It is a completely natural thing.'_

Silver sniffed pitifully. _'It is?'_

'_Of course!'_ He assured. _'The Grimm are imbued with our very essence, little Rose, built from our own blood. Our blood carries great power, little Rose, it creates new life,'_ He looked down at her with kind eyes, _'and changes existing life. But it is much harder to create than it is to change.'_

He adjusted Silver so that she was now sitting in his lap, still wrapped in her cocoon of blankets and quilts. _'You brought two creatures of Grimm into the world _at once_. A very impressive feat considering your age and their size. You had to use twice the amount of blood to summon them both, twice the negativity. Such a bold choice holds consequences._

'_It has rendered you weak, yes, but only temporarily. From this experience you will rise, stronger than before. Always remember this, little Rose: one can never be strong without first knowing what is to be weak. Do you understand?'_

Silver let a shy smile grace her lips. _'Yes, Daddy. I understand. I am sorry for acting as I did.'_

'_You have nothing to apologize for, little Rose,'_ he pressed his forehead against her own, his hard plate nuzzling her soft skin. _'Nothing at all.'_

The two sat there for a long time after that. Silver curled up in her father's lap, dozing off to the rhythmic beat of his heart. Her eyes grew heavy, but before she could completely succumb to sleep, her father whispered something into her mind.

'_When your strength has returned, I will have a gift for you and a place to take you.'_ And with that, the Grimm heir drifted off to sleep.

The Overlord looked down at the daughter in its lap, content with just watching her. Once it was certain she was asleep, it placed her back against Pup with a careful tenderness that ensured she remained unstirred.

Pup sniffed its mistress for a moment, then curled itself around her protectively, its head resting at her feet.

The Overlord gave its heir one more proud look before turning to look at Pup.

'_I will return several hours from now. Let none near her unless she permits it.'_ The Overlord ordered the wolf-hybrid, knowing it would follow this command without question.

The hybrid gave a quiet woof in understanding. Satisfied, the Overlord excused itself from Silver's nook. Climbing down as softly as it could, the Overlord moved with as much silence as it could until it was certain it was far enough away that Silver could sleep soundly witho-

"Master!" It turned its head to see Flinch approaching with a look of panic and fear on her face. "We have a major problem!"

* * *

**Author's Note: If I wasn't clear enough about the Grimm ritual, it was because it was awkward to word the process in the way that I did. Basically, you first draw out a sketch of the Grimm's body in dirt, mud or sand. Then, you fill out the draw lines with blood. Then, you imbue negative emotions into them and in varied time frames you have a new Grimm.**

**Now, you may be wondering, how did the Overlord figure this out? Practice, practice, practice. Remember the Overlord is thousands of years old, it has had plenty of time to figure it out.**

**But what about aquatic Grimm? Like the leviathans and krakens? Easy summon them near water and have a few mammoths on hand to pull them out and into the water.**

**So what did you guys think? Like the chapter and new Grimm? I felt the middle was a bit clumsy, but I would like to know your thoughts on it too. I tried to write out the entire meeting from beginning to end, but it was just so forced feeling it didn't feel right. So I decided to go with a cliffhanger.**

**New Grimm**

**Panther-(Saboricore): A Grimm with the appearance of a large, saber-toothed cat with a spear-tipped tail three times as long as its body, the saboricore is one of the few Grimm that actually uses stealth. It sticks to the shadows, moving with disturbing silence and speed for a creature of its size. Its primary weapon is its prehensile tail, which it uses to attack its prey without revealing itself. The tail is incredibly strong, capable of lifting a man over 200 pounds into the air with incredible ease.**

**When stealth fails, it will fight with ferocious speed, slicing and tearing anything in its way to ribbons. It is a solitary hunter, but will fight in groups if it needs to.**

**Saboricores have another unique distinction among Grimm, they only eat half of their prey. As if knowing it will start a panic, when Saboricores enter a village, they will kill one or two individuals and leave behind their mauled corpses. Seeing these bodies in such horrid condition sparks large amounts of panic and fear, drawing in more Grimm.**

**The saboricore is an extremely dangerous Grimm and can easily turn a Hunter into the hunted.**

**Bull-ape-(Gorebull): A Grimm possessing the arms and upper body of a gorilla but the hind legs and head of a bull, the gorebull is one of the most aggressive Grimm species ever recorded. Extremely large with arms the width of tree trunks, the gorebull uses its tremendous strength to crush its prey and anything else that gets in its way.**

**The gorebull is capable of short bursts of speed, charging on all fours towards its target with single-minded determination. They are also prone to random bouts of gorging themselves, picking up the closest corpse and eating with ravenous speed. However, their strength and size come at a cost, they possess very little maneuvering capabilities, preferring to simply charge through obstacles rather than go around them. This is an easily exploitable flaw that can spell the difference between life and death.**

**But even if a Huntsman traps a gorebull, killing one is not easy. They are extremely durable Grimm, with heavy armor plates over its back, arms, shoulders, head and chest. The most vulnerable spots are its hind legs and belly, but even they possess thick hide that can easily shrug off small arms fire.**

**The gorebull is the living embodiment of animalistic rage. Any Huntsmen pursuing one of these Grimm is advised to form a team before doing so.**

**As always: Please Fav, Follow, and Review! Thank You!**

**DeadRich18 Out!**


	19. Chapter 18: Epiphany Born from Rage

**I do not own RWBY. I do however own the Original Characters.**

**Sorry this took so long! I had midterms then got back home for spring break and got distracted by the cat. Oh yeah, forget to tell you guys, my dad got a cat for his wife on Christmas. Fun little thing. Named it Dusty since it kept going inside the walls and coming out with dust all over her face.**

**Anyway, this chapter is much shorter than my usual work. It's also not as light hearted as I promised. (It's hard to come up with light hearted stuff and make it flow into the story, okay! Wasn't the ocean chapter fun loving enough!?) So, I am sorry if the length of this disappoints you, but I hope you will be entertained nonetheless.**

**Answer Time!**

**GameboyNinjaUltimate Icarus: I am happy to hear that my Grimm are to your liking. I'm excited about Salem myself, and I can't wait to incorporate her into my story.**

**Trickster3696: As you know, I've already sent the PM. It was a good idea, but even if they were willing they'd still be masked.**

**Thorfaxdragonkin: Well here it is! Next one is on its way.**

**LordGhostStriker: She fucked up.**

**Phantomwa1ker: You flatter me, sir/madam. Here's the new one!**

**5 Coloured Walker: What I meant was with the casual movements, how the characters no longer move with that stiffness they had in volume one and two. Not to mention the scenery looks amazing, everything looks more alive and fresh. Kind of ironic how the season with more death is more alive looking than the first two.**

**You could try, but positive emotions do not harbor the same drive that negative emotion has. I mean, look at the Sith and jedi. The jedi are all about positivity and it made them complacent. The Sith, however, are driven by all emotions, positive and negative, but it is clear that the negative emotions grant them greater power. They're still around after all this time, aren't they. I view the Schnee's "summons" as a form of necromancy. Winter did say they summoned their "fallen foes" to fight for them. If that doesn't scream necromancy, I don't know what does.**

**Yeah, that was hard to word out in the chapter, its why I cleared it up in the author's note. That may very well be the tactic Huntsmen may need to use if they face one, or ten.**

**Minesniper: But she fucked up! Time will tell when the crow meets the rose.**

**PikaMew1288: Time will tell…**

**Gaara king of the sand: Thanks, glad you like them so much.**

**Abrams 1559:**

**Chapter 18: I am glad you enjoyed the chapter, I think a lot of people are going to want to see more of these Grimm, specifically during a certain point in time involving a train and some explosives.**

**Chapter 3: Yes it was.**

**Chapter 4: I think everyone is hoping that happens.**

**Chapter 2: Yes, there is actually a map on the RWBY wiki of how much territory each kingdom holds if you wanted to check it out.**

**NatsuThebadass: The suspense is killing everyone. In a way, the Thralls are immune to it. They can register and respond to it, but it does not affect them. After all, the host body itself is unconscious, it's the Grimm mask that is making all the decisions.**

**The unsung antihero: You'll just have to wait and see…**

**Miner294er: That is a good theory. I already have an idea for how the Overlord will overcome this.**

**Trewill91: Did I? Or am I just biding my time for the right moment to unleash the obvious reference?**

**5****th**** Dimension: You'd panic too if you had the Overlord for a boss and had to deal with something like this.**

**HHH1: The reason behind me not showing the meeting was because it I couldn't think up good dialogue for what I have in store and also because it makes things more dramatic and the cliff hanger justified. Qrow will show up eventually, don't worry.**

**You know, I am surprised no one has tried what I did with the Grimm summoning before this either. Like I wrote in the chapter, the design sort of imprints itself into the summoner once complete. Not really sure why myself, but it saves time and makes sense, to an extent.**

**I am happy you like how far the relationship between these two has come. Parent child relationships have always been one of my favorite subjects in writing because they can be so incredibly diverse and deep.**

**Don't worry about Salem and the silver eyes. I already have plans for them. I know what you mean with sticking too close to canon. I try to stay relatively close to it, but with what I have in store you can definitely expect some changes.**

**Mysterious Man: I did not know that. The reason I liked it was because of the Salem Witch Trials.**

**Gimmepickles: Glad my Grimm have excited you so much. And Flinch finally fucked up. How, why? Find out here!**

**SMBLOZ123: I checked it out. Close, but no. Nice comparison though.**

**Dragonslayer337: I am happy my writing style pleases you.**

**Knight7572: Oh, he knows about them.**

**Dragon Blitz 85: You have no idea…**

**Vanitas132210: Like this: HAHAHAHAHAHAHAHAHAHAHAHAHAHAHAHAHAHAHAHA!**

**You'll have to wait and find out. Though if she does, her Grimm blood will definitely cause them to be… different.**

**Even someone who is a complete bastard to other people can show love and affection to his children. And yes, it is cute indeed.**

**Shadow Walker of Fire: Indeed they might.**

**Halfcoop: I actually already had my backstory for Salem ready to go and didn't even think of using the fish. Would've been good though, and a bit funny. Hehehe… Cinder working for a minnow fish. Someone needs to draw that.**

**Antex-The Legendary Zoroark: She be a right bitch! She is getting nosy indeed… too nosy.**

**To answer all your follow up questions: you'll find out…**

**Slender's Father: No prob, man.**

**Xenolis:**

**Chapter 1: Hurrah for evil!**

**Chapter 15: Thank you.**

**Chapter 18: Indeed.**

**Grubk1ng: I intend to.**

**TheDeathly-Z: You'll discover the reason in this chapter, my friend.**

**SoraShirou: That is a rather strange mental image you have conjured up.**

**Infernus est in animo: Thank you, I try my best.**

**VariousStories: Yeah, college kind of makes it hard to get this stuff done. Plus I am a huge procrastinator.**

**Foreteller of Three: Wait and see…**

**Dracohalo117:**

**Chapter 1: There weren't enough Grimm corruption stories so I decided to try my hand in one.**

**Chapter 2: Would have been good motivation to become a Huntsman.**

**Chapter 3: Dark is good.**

**Chapter 4: Which part?**

**Chapter 6: Which part!?**

**Chapter 8: Yeah, they dumb that way.**

**Chapter 10: Thank you, I intend to do just that.**

**Chapter 14: That's always great to hear! Means I'm doing things right.**

**Chapter 17: Indeed.**

**Chapter 18: You'll have to read and find out.**

**NothingExistence: Ain't that a bitch?**

**Helium 3: I am sorry, but if I told you, it would ruin the surprise.**

**Sturm and Drang: I am glad my work has garnered so much interest from you. I hope this chapter will impress just as much.**

**Guest: Try saying goretaur out loud. It sounds ridiculous. Gorebull has a much more threatening ring to it.**

**Hmmm: I could do something along those lines. The Spartan is pushing it though.**

**Dalastjedi: While I am sad to hear you may not continue reading this story, I am glad to hear you enjoyed the storytelling.**

**Weaponwes123: Do you have any idea how difficult it would be to pull one of those things out of its mold? The Overlord would need to use tiny tweezers to hold even tinier tweezers to get it out.**

**Now that that's out of the way, onto the chapter!**

* * *

**Grimm Heir**

**Chapter Eighteen: Epiphany Born from Rage**

It came to her without any warning and left as soon as it arrived.

The force of it took away her breath, the shock of it took away her balance, and the sensation of it brought heat to her cheeks. She fell to her knees, her body quivering with hands placed over her pounding heart as she tried to calm herself. But she could not.

For she had been struck by a wave of purest anger. Brief it may be, but it was enough to make one such as her want nothing more than to cower and despair.

But she was not despaired, she was elated.

For there was only one being on this world that was capable of such wrath. Only one that could send her into this strange fit of arousal and fear.

The great father of Grimm.

The bane of mankind and all they have made.

Her most beloved lord and master…

The Grimm Overlord…

It had been centuries- nay, millennia since she had last felt his rage.

Back then, the sensation had stayed with her for hours, filling her with the most peculiar mixture of terror and euphoria. She had moaned and whimpered, cowered and writhed, panted and squealed until the feeling finally left her and she was little more than a sweaty mess.

It was… satisfying, incredibly and bizarrely satisfying. More so than any physical act. Unforgettable and indescribable.

Sadly, this experience had lasted less than a second, giving her no time to properly enjoy it.

But curiosity over the suddenness of the rage outmatched the disappointment. What could possibly bring out this great anger in her beloved lord and master, yet snuff it out in but a moment?

Had something happened that she was not privy to? Had a great scheme been foiled than renewed?

Had he discovered her existence?

This last thought killed all excitement she had.

Had he been furious to learn of her then realize what she had done for him? No! It was not time. Her traps had not been sprung, the beast still slumbered, that damned man still looked down at everything from his tower! Her beloved lord and master could not see her before that man was brought before him bound in the chains he would have forced her to wear.

She could not let him see her… She was not yet worthy enough to be looked upon by him. To be honored with his gaze.

Her plans would need acceleration, but an important piece had yet to arrive on the board. The white knight. Without the knight's arrogant short-sightedness all her efforts would be for naught.

She took in deep breaths. She had to be calm. The knight would arrive at the predicted time, the attack would follow, and the stage would be set for the grand event.

He would not find her. Even if her lord and master did know of her existence she was hidden away where not even he would think to look. She was safe for now.

But soon she would no longer need to hide herself from him. Soon her pawns would play their parts and unleash her great beast upon all that would stand before her and her beloved lord and master. Soon change would wash over this wretched world just as his great anger washed over her.

'_Soon, my beloved. Soon, we will finally be together.'_

Soon, he would rule this entire world, and she would be at his side.

His Grimm bride…

* * *

**~o0o~**

* * *

The Overlord was enraged. Beyond enraged.

Its vision was stained with a furious red. Its gauntlets were clenched and trembling. And its breathing was loud and heavy.

It wanted to roar out its anger, to let its rage echo through the caverns so that every living Grimm in them could hear. It wanted to swing its mace with complete abandon, smashing everything in its immediate range of sight, and keeping smashing well after its rage was sated. In this moment, the Overlord wanted to give in to its instincts and just rage.

But it would not.

It did not want to wake Silver.

This single consequence was all that kept the Overlord from completely succumbing to its fury. It would not have its daughter see it in such a savage state, acting closer to a crazed hound than a ruler of Grimm. Her current state rendered her far too fragile in mind as well as body to experience the full extent of the Overlord's rage.

So, for the sake of its daughter, the Overlord would keep its anger under control… until it was out of the caverns.

Then it would indulge its rage in through the most effective outlet it knew.

Senseless violence.

There was a Dustling nest close to the Gulch's borders, one of the few remaining control nests in the area. It was a small nest, just over two hundred Dustlings resided there. It rested in a small valley hidden away in thick woodlands, isolated from the world around it.

The Overlord had planned to use it to test one of Silver's new Grimm once she was well enough to leave the caverns. The nest may have been small, but the Dustlings in it were surprisingly tough for their kind, making them a decent enough challenge for either of her creations.

And a perfect stress reliever for the Overlord.

As it traveled the tunnel that lead out closest to this nest, the Overlord's mind traveled to the source of its rage.

Flinch had returned from her meeting with Cinder bearing disturbing news. Apparently, that Dustling had somehow figured out their ruse about the chompers and those useless metal scraps.

The Overlord had been a bit relieved when Flinch told it that Cinder and the two Dustlings with her were the only ones to know the truth. Cinder still wanted its Thralls to work alongside the Beastlings and knew that it would increase the overall tension of their alliance if she told the rest of her compatriots the truth.

But her silence was not free.

Cinder had made several demands in return for not telling the rest of her colleagues about the trinkets' worthlessness. More Thralls and chompers in the eastern nest, diminishing the amount of supplies they provided the Thralls as well as the frequency at which they were delivered, were just some of the more irritating conditions that Cinder had laid out for them.

But these were not the reasons the Overlord was angry.

Flinch, in her ineptitude, had told Cinder that the Nullifiers did not _literally_ control the Grimm, but that the Grimm had been trained to obey any who wore one. She said that the leader of the Thralls, the one the Overlord possessed for the first meeting, had a unique semblance that allowed it to tame most Grimm species.

The sheer stupidity of that statement was mindboggling. In the thousands of years they have existed, not once had there ever been a Dustling capable of taming Grimm. Some could suppress their emotional signatures from the Grimm, making them difficult to find, but never control.

Flinch might as well have told them the truth with how terrible that lie was. The Overlord almost wished she had.

For once Flinch had finished spinning the lie, Cinder asked that they prove this claim by bringing them two very specific Grimm to be used in the upcoming assault.

The Direwolf and the Siren.

Pup and Silver…

This was why the Overlord was so angry.

That insignificant creature wanted to use its daughter as Moon forsaken fodder!

And Flinch had accepted it…

Flinch had pleaded that she did not want to accept, that she tried everything she could to alter the deal in a way that kept Silver out of Cinder's clutches, but that Cinder left absolutely no room for negotiations.

Flinch had failed the Overlord… failed the trust it placed in her…

And failure must be punished.

The Overlord sentenced Flinch to two weeks of confinement. She was to be placed in the pit that the Tracker Thrall had been kept in where no light could reach her. Her stomach would growl and her lips chap as she fasted down there, her only sustenance would be a single cup of water and roll of bread once every day.

She would not experience even the briefest moment of peace in that pit, as she would share it with half-a-dozen centipedes that would bite her over and over again, subjecting her to terrible hallucinations for the entirety of her punishment.

Flinch begged the Overlord for mercy, pleading for any other punishment that did not include the centipedes, but the slave's pleas fell on deaf ears. She was dragged away, begging forgiveness but offering no resistance, by the Tracker Thrall.

Flinch should have considered herself lucky that that was all she would be subjected to. The Overlord had been merciful towards her because it still viewed her as useful. Otherwise her punishment would have been much more… fatal.

The Overlord finally reached the end of the tunnel that lead up to the surface.

Night had just fallen over the land, leaving only the shattered moon and stars to illuminate the world. Nocturnal insects chirped their sweet tunes with the larger night-time beasts chiming in with their own calls. It was the most tranquil and peaceful things anyone could imagine.

And it was completely shattered when the Overlord let lose a roar so fierce it shook the very air around it.

Bats and bugs that had been flying too close fell from the air, dead. Killed by the sheer force of the Overlord's cry. Sleeping birds shot from their perches and into the night sky, ramming into one another in their attempts to flee from the terrible sound. Those beasts that could not fly either ran or hid from the Overlord, their instincts compelling them to keep away from this furious creature.

When its roar ended, the Overlord summoned up its mace and swung it at the closest thing it saw. A tree.

The strength of the blow ripped the tree free from the soil and sent it flying into the air. It soared for several seconds before crashing back to the ground with a loud thud.

The Overlord needed to do that. The Dustling nest was several hours away on foot, and the Overlord doubted it could keep its anger contained much longer without destroying something.

The forest could deal with one less tree.

With its rage briefly sated, the Overlord broke into a run towards the nest. It did not want to calmly stroll towards its destination, the Overlord wanted to kill, and the sooner the better. Its heavy footfalls thumped through the silent forest, now the only sound to be heard.

It eventually arrived at the edge of the valley, the time taken to reach it drastically reduced by its sprinting. The nest was planted right in the middle of the valley, taking up a great portion of it due to the number of structures it held. A crude wall of wooden poles encircled the nest, thick and tall enough to keep out anything smaller than a hound, but utterly useless against anything else. The only entrance through the wall was a closed double-doored gate on the eastern side.

Many of the structures behind the wall were dark, their Dustling inhabitants asleep and blissfully unaware of the doom that approached them.

The Overlord changed that with another roar, shorter and softer than the first but just as powerful.

Moments later, light and sound erupted within the nest. The howls of dogs and cries of infant sprites mingled with the confused murmurs of adult Dustlings as they emerged from their shelters to investigate the cause of the roar.

The Overlord's rage would not dissipate from killing sleeping Dustlings. It needed its prey to be aware that they were about to die, needed to feel their fear as they watched their fellows be cut down. Needed them to know they would never see the sun rise.

Wasting no more time, the Overlord charged towards the gate. Not even bothering to use its weapon, the Overlord smashed through the gate in a shower of splinters and wooden shrapnel, completely destroying it.

Surprised shouts and terrified screams filled the nest in response to the Overlord's abrupt entrance. Those Dustlings that had witnessed the breach looked at the Overlord with fear before running away, screaming for help.

Adrenaline pumping through its veins, the Overlord ran after the Dustlings, outpacing them and placing itself right in front of them. They stumbled and tripped as they tried to stop and turn around, but they were too slow.

The Overlord brought its mace down on the closest Dustling, striking so hard that it turned the Dustling into a red, pulpy stain and sent the rest of them flying when it hit the ground. Their bodies collided against their homes, some even smashed through them. The Dustlings that had been out of the shockwave's range quickly ran back the way they came, only to come face to face with a horde of Grimm that had been drawn to the Overlord's rage.

Hounds, chargers and bears poured through the broken gate while ravens and eagle-lions circled from above. The hounds and chargers moved faster than the bears, and were just about to fall upon the Dustlings, maws wide and claws raised-

'_NO!'_ The Overlord shouted at its creations, making them halt their attacks with such suddenness that they fell over. _'They are _mine_ to kill! LEAVE!'_ The Overlord was in no mood to share.

The Grimm did not protest and retreated back through the gate they came in from. The ravens and eagle-lions still flew over the nest, but none dared attack any of the Dustlings below.

The Overlord dispatched the confused Dustlings quickly and mercilessly before heading further into the nest. Warning bells rang through the nest as the Dustlings finally realized they were under attack. Already, it saw the nest defenders running out to greet it, armed with spears, swords and more.

Orders were shouted, and the defenders made to surround the Overlord, but it had other ideas. Once the first of them were in range it swung its mace in a sideways arc, breaking the backs of the three Dustlings to make contact with the weapon and pushing the rest back.

Not about to give them a chance to retaliate, the Overlord brought its mace up high and smashed it against the earth. The blow made a large crater in the ground and sent the Dustlings flying in random directions.

More shouting directed the Overlord's gaze to the roof of a nearby structure. On the flat top were a dozen Dustlings aiming bolt-shooters (crossbows), in the Overlord's direction.

Moments later, they fired their weapons on the Overlord. Their aim was true, and the bolts made contacted on the Overlord's body.

Where their tips blunted against its armored plates and fell harmlessly to the ground, leaving not a single mark on it.

They would need much stronger weapons if they wished to harm the Overlord.

Shocked but not stunned, the Dustlings readied another volley, but the Overlord did not intent to let them fire a second time.

Reaching into the folds of its cloak, the Overlord retrieved something that, before its daughter, it would never have used. A corrupted fire Dust crystal.

Not only had Silver's corruption made them more powerful than the untainted variety, but it had also made it possible for the Overlord to use them, adding a mighty tool to its destructive arsenal.

The crystal glowed with a dark, baleful light that consumed what little light the nighttime had. The Overlord threw the corrupted mineral at the rooftop defenders, the motion causing many to duck out of the way, but the effort was futile.

A second after the crystal made contact with the roof it erupted in a great ball of black fire that consumed both the Dustlings and the building.

The blast spewed black flames everywhere. Soon, dozens more structures were made into kindling for the dark fire. The nest became aglow with black light, bathing everything with something darker than shadow but brighter than light.

Panic turned to hysteria as Dustlings flung themselves from their burning homes, flames latched to their backs, in vain attempts to escape the fire's hunger. Some ran even as their entire bodies were engulfed in flames, running into other Dustlings and more flammable objects, spreading the fire as they went.

Soon, even the wall was set ablaze, and the roaring of the flames was joined by the screams of burning Dustlings and antsy Grimm in a symphony of destruction.

Dustlings still lived, however. After all, this was just the eastern most part of the nest. But with the fires spreading at the rate they were, it was only a matter of time until every structure in the nest was consumed by the flames. The Dustlings would seek to escape the fire, fleeing to either the closest open space or water source for safety.

The nest's center would be their gathering point. It was spacious and barren of large structures, minimizing the risk of flaming debris flattening them. They would all go there, even those whose shelters still stood untouched by the flames would go there, herded to the center like panicked sheep by their stalwart defenders.

Their actions would only serve to make the Overlord's task easier.

Marching through blazing carnage, swatting away whatever Dustlings it came across, the Overlord made its way to the mass of survivors. Had it stopped to admire the destruction, it would notice how the fire's smoke billowed upwards into the sky, bloating out the moon and stars in a massive cloud. Through this cloud the aerial Grimm soared, their bodies becoming phantoms in the smoke, with only their glowing eyes piercing its veil.

It walked more calmly than it had at the beginning of the massacre, its rage already cooling to a much more controllable level. With each swing of its mace, each death it caused, the Overlord's mind grew clearer and clearer. It could almost hear itself think again.

By the time the nest center came into sight, the Overlord's anger felt half-way spent. Soot and blood stained its white armor, making it look even more terrifying to its Dustling prey. Those that saw it approach screamed with fear, spreading panic through the already confused and frightened mob.

The fear it could feel rolling off them, the despair and sorrow, it was delicious. And killing the Dustlings that exuded these emotions so readily, snuffing them out with nearly laughable ease…

The Overlord had almost forgotten the thrill that it brought!

Defenders tried to place themselves between the Overlord and their more defenseless kin, but it did not mind. Let them come. The Overlord did not care which order its prey wished to die in.

With a smile on its face, the Overlord dispatched the line of warriors in only two swings of its mace, each one accompanied by the anguished screams of its Dustling victims as they flew through the air in broken heaps.

With their warriors dead, the remaining Dustlings finally succumbed to their panic. They tried to scatter, but with so many clumped together, only those on the outer most layer of the crowd were able to flee into the burning streets. The rest were pushed, punched, disoriented and trembled by their fellows as they tried to escape the killing ground they had all walked into.

The Overlord ran headlong into the mass of bodies, its massive frame smashing through the thick crowd like it was a field of wheat. Left and right it swung its mace, sending bodies and limbs this way and that.

At some point, the Overlord discarded its weapon. Caught up in the thrill of slaughter, it killed the Dustlings with its bare hands. It ripped them apart, crushed their skulls into pulp, and smashed their bodies against the ground over and over again until there was nothing left but stains.

Soon, the ground was covered with the broken bodies of over a hundred Dustlings. Their blood stained the streets a dark crimson, running through the bodies like water passes stones. The fires danced around the massacre site with a wild flare, casting frightening shadows over the corpses.

And at the center of this morbid scene, perched atop a great pile of Dustling dead, drenched in the blood and gore of those below it, sat the Overlord looking over the aftermath of its rage induced slaughter.

The butchery had served its purpose and the Overlord's mind was finally clear enough to address the reason behind its anger.

Cinder demanding its daughter and her hybrid Grimm.

The thought alone nearly sent the Overlord back into its frenzy, but it was quelled by the smell of blood and death.

Pup would be simple. The hybrid was seen as a variation of its hounds, dangerous and cunning but not worthy of thorough investigation. Pup's beastly appearance protected it from scrutiny by the Dustlings, and its ability to freeze victims with a single glare was completely overlooked as ordinary fear.

Cinder would probably figure out that this is not the case, as she seemed to actually have some intelligence to go with her craftiness, but even she would not be able to discover Pup's true nature. It would simply be viewed as a new species of Grimm.

Sending only Pup would have been the most _ideal_ outcome, though the Overlord used the term loosely. It was not worried for Pup.

But Silver was another matter.

She stood out from every Grimm in existence in both appearance and behavior. She was seen as a legend by the Dustlings outside the major nests, the unseen Siren whose cry heralded devastation and ruin. Though the number of attacks she orchestrated had declined over the years her moniker still sowed fear into the hearts of Dustlings across the continent. Her claws were sharp as razors and her quills were stronger than steel, but what made her truly dangerous was her anonymity.

No Dustling, save Flinch, has seen her. Her true abilities are a mystery to them, her powers only speculated. She is so elusive and cunning that she is believed to be nothing more than a myth, and fairly unknown myth at that.

It was what has kept her safe all these years. Protecting her from the Dustlings' Hunters.

And if the Overlord agreed to this demand, sent Silver off to fight along with Cinder's minions, she would become vulnerable. Not only to Hunters, but to Cinder as well.

Her appearance and intellect would put her in that Dustling's sights. And if Cinder ever discovered Silver was capable of Dustling speech she would interrogate its daughter, try everything she may know to gain any information regarding the Thralls and the Overlord.

The Overlord trusted Silver, trusted her more than any of its Grimm, she would give nothing to that Dustling. Even so, the Overlord could not risk its existence being revealed in even the smallest form, (Flinch's blabbering provided the outcome of what even the tiniest leak could lead to).

No, it could not send Silver, but at the same time it could not deny Cinder's request.

It was trapped.

As the Overlord continued to ponder its predicament, the Grimm that the Overlord had called off had begun trickling into the ruins of the nest. With their master's desire for blood sated, they could pick off whatever stragglers had escaped its wrath without fear of reprisal. Eagle-lions and young ravens descended towards the corpse filled center of the nest, eager to feed.

Their squawks and roars made the Overlord look over at them, watch them fight over the corpses like scavengers. They always acted this way when food was plentiful and easily gained. They pecked the meat off whatever bodies were too intact to swallow whole, their unblinking eyes and jerky movements making it look more ridiculous than terrifying.

The Overlord turned its head away from the display and up towards the smoke filled heavens. Even with the slaughter over, Grimm still swam through the black clouds like sharks in the ocean, too large or too fearful of the Overlord to try landing in the nest.

A much more graceful display than what was occurring on the ground.

On reflex, the Overlord sent its consciousness out towards one of the soaring Grimm to search for any Dustlings that may have escaped its rage. It was a force of habit, back from when the Overlord would go into battle along with its Grimm. It would search from the safety of the skies for any survivors and order Grimm packs to hunt them down before they reached the safety of another nest.

But tonight its eyes found no survivors.

Thousands of Grimm had flocked to the nest, drawn by the Overlord's anger and the Dustlings' fear. They had completely encircled the nest. From the sky, it was like looking at an island sitting in an ocean of black water. No Dustling, save a Hunter, could ever hope to make it past them and live.

Still, the Overlord did not like leaving things to chance. It circled the burning nest several times just to be sure that no Dustling had escaped before releasing its hold over the Grimm.

The Overlord was relieved that no Dustling had survived its wrath, it would be an insult as well as a great liability if one had. Grimm could hunt it down, but they could only do so much without proper direction from the Overlord.

Back when the Overlord first created Grimm to wage war on the Dustlings, it had instructed them to seek out any that had seen its face and lived, along with destroying any and all knowledge of its existence.

In many battles, the Overlord would fight alongside its creations, slaughtering its enemies and controlling the horde from the thick of it. But as time passed, it began directly involving itself less and less. It either conducted the battle from afar, or gave the Grimm very specific instructions before unleashing them.

It had begun to understand that it was counterproductive to personally attack the nests of those that had seen it if its main directive was to remove all knowledge of itself from existence.

So it watched from the shadows. Orchestrating attacks from unseen vantage points, watching the carnage it created from safe distances.

But it was young then, and very bloodthirsty. It longed to partake in the conflicts it created, longed to fight and kill like it had before it created the Grimm. Sometimes, it would give in to its primal desire and charge into the fray with wanton abandon. It would chastise itself for its brazenness every time it fell prey to its instincts, it was not one of its creations, it was better than that.

It needed something that prevented this from continuing. Something that allowed it to command its horde without compromising itself and somehow satisfying its primal hunger for violence. So it searched; through experimentation and testing, it searched for a way that fulfilled its needs.

It was in this search that the Overlord discovered its ability to possess its Grimm creations.

The Overlord could see what they see, smell what they smell, hear what they hear, and feel what they feel, and control every aspect of their body and mind while still maintaining control over other Grimm.

But the best part of it was that it could partake in battles with its Grimm without fear of being noticed.

….. …..

….. …..

…without fear of being noticed….

THAT WAS IT!

The Overlord shot up from its seat atop the corpses and let out a booming laugh. It was such a simple solution, the Overlord had to laugh at how it had overlooked it. Truly, its anger had blinded it beyond belief if it took this much carnage for it realize it already possessed the power to approach this problem with laughable ease.

It did not need to send Silver, it needed to send the Siren.

No living Dustling had even the slightest idea to what the Siren looked like. For all they knew, it could possess scales or feathers, a tail or wings, two heads or five, the possibilities were endless!

The Overlord's laughter died down, a wicked smile gracing its face.

It would create a Siren Grimm. It would be the only one of its kind and have but one purpose.

To serve as Silver's puppet.

With a plan prepared and its anger sated, the Overlord left the destroyed nest to its Grimm. Those that had been too fearful to enter before, lunged over the dying flames to feast. Roars and howls filled the night air with their cacophony, but the Overlord paid it little mind.

It would need time to ponder the appropriate appearance for the puppet Grimm. It could not be too large nor too small, the size of a hound would do. It would need to possess quills as well, where on the body didn't matter, but a majority of Silver's kills were made from a distance and Dustlings like Cinder would notice if such a detail was overlooked.

There was so much to do now. Flinch had said that Cinder had given them a month to find and deliver the two Grimm to her. It was enough time to prepare the puppet, but with Silver's condition there was a chance she would not be ready when the deadline came.

No. She would be ready. Silver was strong, she would not let herself remain vulnerable. She would recover before the deadline.

The Overlord had faith in Silver.

It would also need to start working on its gift for her. It had originally planned to begin the gift closer to the end of her recovery, but with so much now happening it would need to begin working on it as soon as it returned to the Gulch.

Weaving shadows into Grimm silk takes time, after all.

* * *

**Author's Note: So… The beginning of this chapter may have been a bit…. Strange for some of you, but I hope it gives you guys a basic understanding of what I have planned for Salem. I didn't want to rush something like this, but at the same time, it felt like the right time to reveal her part in the story. And before you ask, yes, the Overlord has NO IDEA Salem exists. Why and how? Find out in the future.**

**Now, I want to know what you think about the way I'm portraying Salem. I know she's so far been portrayed as conniving and calm, (Which she still is, don't worry, I am not doing a giant overhaul on her personality), but for what I have planned for her required a bit of… motivation.**

**What about the rest of the chapter? Love it? Hate it? Terrified of what could happen if the Overlord went on another rampage? Let me know!**

**Also, Grimm silk. It's what I am going to start to refer to the fabric that the Overlord makes clothes out of. Simple sounding, yes, but silk is a very fitting description for the fabric considering its feel and how it is made.**

**As always: Please Fav, Follow, and Review! Thank You!**

**DeadRich18 Out!**


	20. Chapter 19: The Unforgotten

**I do not own RWBY. I do however own the Original Characters.**

**Okay, first off, I AM SUPER SORRY about the wait on this chapter! I had begun working on it soon after chapter 18 was uploaded but then I had a lot of college work I needed to make up, followed by preparing several different Finals projects. Not to mention that during the few times I was able to work on this it was mostly me erasing and rewriting complete sections of the chapter, I went through about four revisions in total.**

**With the chapter itself, I have mixed emotions regarding its quality. It's been something I've wanted to post for a while, but with how much time I spent away from it and the amount of revisions it's left a bit of a sour taste in my mouth. I am still happy with what I've done, it's just I feel like it's not good enough to make up for the amount of time you all spent waiting for this to be posted. Still, I hope you all enjoy the chapter!**

**Also, if some of you are not aware, I uploaded a rough sketch of the Overlord's helmed head on my DeviantArt account. One of my readers took the sketch and made his own, much better, version. Check out Saint-14's sketch on DeviantArt, it is awesome!**

**Also again, a ton of references are made in this chapter! Some obvious, some not so much. Try and find them.**

**Answer Time!**

**Thorfaxdragonkin: You'll have to wait and find out…**

**Trickster3696: I have already discussed this with you over Private Messaging. It was an interesting idea, but the backstory for the robot was a little too… extravagant for my tastes.**

**Allister131: Everyone is waiting for that chapter.**

**Herald of the scourge: I am happy to hear you like it so much. You're not the only one excited for the reunion.**

**Dragon Blitz 85: Indeed.**

**VariousStories: Thank you for the praise. I actually agree with you about my OC Rojo. I admit, I did not think him over nearly as much as I did Silver and the Overlord. I did not even originally plan for him to have so much screen time as he actually is, but considering his role as leader of RWBY I had to put more of him in the story. I still like him a lot, I just wish I had flushed him out more.**

**Jcjonesacp: I cannot do that because answering your question would result in spoilers.**

**LordGhostStriker: Hide yo kids! Hide yo wives! Hide yo everything!**

**Hunterultra: Have to wait and find out~**

**Honorboundfate: It might be… But I don't know what you think it is, so it also might not.**

**HHH1: I have indeed portrayed her a bit like a yandere, but she only acts this way when the Overlord is involved. She is still an extremely cunning, cold and ruthless individual, but you are correct in thinking that her primary focus is gaining the Overlord's approval so that she may finally be worthy to stand at its side. The knight she refers to is General Ironwood, I thought it made a bit of sense since he dresses in white, his army's color is white, and because he has a charge forward mentality that knights often possess, both in fantasy and in chess.**

**You have no idea how powerful he is. That was just a mere tease to the sort of carnage he can wreak. And don't worry, there will be much more Overlord action in the future.**

**A bang is certainly one way to describe how it will turn out.**

**Antex-The Legendary Zoroak: Happy you enjoyed the chapter!**

**Gaara king of the sand: How this will all turn out will be revealed later in the future, don't you worry.**

**TheDeathly-Z: Well Cinder likes to play with fire, (both figuratively and literally), and is very confident in her ability to not let it burn her. Too bad fire often has a will of its own.**

**Salem is not a complete yandere character. She can still be that cold mysterious individual we all saw at the end of volume 3, but mention the Overlord and you can see a distinct change in her behavior. And I assure you, her finding out about Silver will certainly be an… interesting event.**

**You will have to wait and see my friend, just like everyone else.**

**NothingExistence: Happy you liked the chapter. You are not the only one who has theorized that is Salem's backstory.**

**5 Coloured Walker: Meh… you think this, I think that. Happy you liked the chapter.**

**Abrams 1559: Well, I think a lot of people will be interested to see the Siren.**

**Minesniper: An understandable assumption, but remember, the original siren legend is that they were mermaid-like creatures, not bird-like. I'm not going to make it an aquatic Grimm, but it will not be as avian as many people likely suspected. Also, thank you, Dusty is indeed a cute cat.**

**Trewill91: What about my saboricores? They are manticore-ish, even have the 'icore' part in their name.**

**GameboyNinjaUltimate Icarus: The Overlord wasn't even trying, remember, this was just him letting off steam.**

**Kagemoto: We can only hope, or not.**

**Knight7572: You assume the Overlord does not know about the power of silver eyes? And that her powers have remained the same as they would if she were not a Grimm hybrid? You are sorely mistaken.**

**Espada-001: Yes and no. Yes, because he is Ozpin and Ozpin is badass. No, because Ozpin is too concerned with causing a panic than effectively dealing with a problem, he just waits until after shit hits the fan to actually do anything.**

**Guest: Thank you!**

**Miner249er: You are correct on both regards.**

**AndJrew76: Sorry this took so long! Had lots of homework and Finals to deal with.**

**Shadow Walker of Fire: KILL IT WITH FIRE!**

**Grubk1ng: Happy you enjoyed it.**

**Dracohalo117: I hope this one is just as entertaining to you.**

**MuRioDame: I thought it seemed a bit obvious who it was. It is none other than Salem.**

**Donnchadh Bracken: Sorry dude, no can do. It would just seem a little too out there, and not make any sense since the whole place had been completely surrounded by Grimm.**

**Jawsrule321: Not likely. It is pretty clear where and who Cinder got that glove from, so it is safe to assume she is loyal to Salem.**

**Phantomwa1ker: First: thank you for clearing that up. Second: I am happy to hear how much you enjoy my story. The only advice I have is if you think it is good, think over the idea you have for a bit then write it down when you feel the time is right.**

**Wawv: That is true, however, the Overlord REALLY wants to destroy the Kingdoms as they are the only settlements he has never conquered. He could do so by just ordering all his Grimm to attack, but without something that could justify why so many Grimm were attacking a single place without causing suspicion it was just too risky.**

**Rook435: I may do that, eventually. But I also may not.**

**Sturm and Drang: Well, who is to say what Salem is? The Overlord did not make the dragon, little miss stalker Salem did that. I am pleased you think I did well with those chapters, hope you like this one.**

**NatsuThebadass: You aren't far off. And everything one is waiting, and hoping for both of those things to happen.**

**Guest: That may be true, but the Overlord has already waited a LONG time for an opportunity like this to appear, and with Silver to think of now it wants to make sure her rule will have far fewer enemies to contest with her. Slaughter an entire Kingdom will be sure to help with that.**

**Mysterious Man: Oh, you sick, deprived individual! That's a wonderful idea!**

**Guest: Going to make it. He only needs one Dustling-Grimm hybrid.**

**Sadistic Smiler: Sorry the update took so long! You'll have to wait for future chapters to find the answer to that.**

**Inquisitor Czevak:**

**Chapter 2. Yes there are!**

**Chapter 3. No prob!**

**Chapter 5. Happy you like it!**

**Chapter 6. Yes and no. The masks pretty much make the body immune to pain so they can push themselves much harder than a regular person. They also remove any true need for food or water, using the negativity they absorb to fuel the body.**

**Chapter 7. Probably because it came out so late into the series, don't worry though, it's already halfway to a thousand follows and favs.**

**Chapter 8. He is I would almost compare him to another very nice man who also suffered a fate that saddened many people… Eddard Stark. Hehehehehehe…**

**Chapter 9. BLOOD, BLOOD, BLOOD! HAHAHAHAHAHAHAHAHA!**

**Chapter 10. Oh, I have been thinking that one over for a while.**

**Chapter 12. Indeed, good and evil are always just matters of perspective.**

**Chapter 13. I would, but that wouldn't be fair.**

**Chapter 16. I am sorry, but I cannot.**

**Chapter 17. Thank you.**

**Chapter 18. Happy you like them both.**

**Chapter 19. Now you've got the image of a Grimm biovore shooting a chomper through the air.**

**Gabriel H. Sapphire: I am happy you think so.**

**Xaldreca: For your first question, I am afraid putting aura inside a Grimm is impossible. Aura is something that only a being with a soul can have, and the beasts of Grimm lack souls for reasons I will not divulge in this response (sorry). That would depend on whether or not the individual survives the transformation and how old they are.**

**Broken Ascendent: I am happy it is good and not bad.**

**Guest: I am very happy that you enjoy my story and how I write. Don't worry about me not writing when this story is finished, I have many other ideas in my head along with several stories I have already posted, (though I find it is much easier to work on one story at a time). You are not too far off with the silver eye powers, she will have them but they will be altered greatly due to the Grimm blood in her veins.**

**Akshka:**

**1\. You'll have to wait a bit longer.**

**2\. Well, sorry to say Silver is not the dragon.**

**3\. No. That will not happen.**

**4\. I said NO!**

**Guest: Thank you!**

**TheHollowClown: It is still too early for the long awaited reunion, but it is not far off… okay it might be with how long it takes me to update, but keep hoping! Sadly, Silver coming to Beacon will not work. It is very hard to hide enormous hands, giant arm quills, inhuman eyes, and claws the length of short swords.**

**Link Noon Paradox: I am happy to hear my work helps with your work.**

**Zairescott113: Sorry it took so long… the wait didn't kill you, right? Helloooo?**

**Davidolvera1999: Have to wait and see…**

**TheDistrubedDragon: I would not say the ghost is "dead" but I wouldn't say it's entirely "active" either. You forget how much power souls possess in Remnant, so there is no telling what they can do after death.**

**Garibaldi the Black:**

**Chapter 12. Never heard of Endless, but the Dustlings are humans and faunus, (faunus also called Beastlings) not artifacts. Hehe, that would be funny if they were all like that. AND OH MY GOD, THANK YOU! I HAVE BEEN WAITING FOR SOMEONE TO REFERENCE OVERLORD THE GAME! THAT GAME IS AWESOME!**

**Chapter 19. Not a bad guess, but you'll have to wait till much later to find out if you are right.**

**Snipern0sniping: That isn't a bad idea. I usually think of awesome metal bands like Disturbed when I write these things.**

**Prototype gear: Happy you like it so much.**

**The hero turning villain has always been my favorite type of story, it's just so much fun seeing them act so differently than they normally do and seeing the reactions of their friends and family is even more amusing. I am also very disappointed with the lack of hero turned villain stories, good ones anyway.**

**I am happy you get that kind of vibe from the Overlord, he is after all the oldest living thing on Remnant.**

**It's a relief to hear that about the pacing. I am always worried that I don't pace things well enough. It's always fun to make people think something is filler only to make them do a double-take when they find out its important later. I try my best to keep the grammar good, but sometimes it slips past me.**

**I wanted to stay close to the cannon, but not super close. Things will be different from the show, I assure you. Happy to know you like it so much.**

**TheShadow977: Have to wait and seeeee~**

**Leol64678: Thank you.**

**Guest: Not dead!**

**Akshka: Here's the update!**

**Deathxdorugoramon: It is certainly a possibility with how much he hates the Siren.**

**Guest: I never left, here's the chapter!**

**Again, super sorry that it took me so long to update. But now its summer, meaning I will have over three months free of school to work on this… in between my summer job that is. Hope the chapter was worth the wait!**

* * *

**Grimm Heir**

**Chapter Nineteen: The Unforgotten**

**Three Weeks Later…**

It was a beautiful summer day in the city of Vale. The sun sat contently in the clear blue sky, bathing the kingdom's capital in its warming light. The hot weather was welcomed by the citizens of Vale. The past week had been very cloudy and dreary, with rain coming and going in unpredictable showers.

So it was no surprise that after days of bad weather so many people were out and about on the streets. But it wasn't just good weather that had people excited. The Vytal Festival was just a few months away from beginning and Vale was already experiencing a huge spike in tourism from the hundreds of people that had come for the Festival.

Local businesses welcomed the tourists with open arms, and the lien in their pockets. Vale's market streets were bustling with people from all four corners of the world, purchasing souvenirs, taking pictures and simply talking with people from different kingdoms.

It was in one of these busy streets that team RWBY of Beacon Academy found itself; walking through the throng of people as their duster clad leader led them towards their mysterious objective…

His parents' place.

"Thanks again for agreeing to come, girls," Rojo told them, "They've wanted to meet you for a while now."

"Don't sweat it, cowboy." Yang replied with dismissive a wave of her hand. "We didn't have anything to do anyway."

Weiss just _hmmphed_ and Blake kept reading the book she had with her.

Rojo had approached them earlier today in their room about meeting his folks, and while Yang had immediately been onboard about the whole idea Weiss and Blake had reservations about meeting them. Mostly because they felt they had better things to do, such as looking over last semester's notes or training for the Vytal Festival Tournament.

Despite her teammates' reluctance to go, Yang convinced them to come along anyway, (blackmail is such a wonderful thing).

Yang herself was more than a little curious when Rojo asked them to meet his parents. Ever since she met him, he never brought up his parents. All he ever told her was that his dad was a Huntsman and they were the reason he wanted to become one himself. Granted, it wasn't exactly something that came up in their conversations very often, but that didn't subtract from the interest Yang had about it.

The only member of his family Rojo spoke about was his grandfather, Papi. Rojo described him as a strict but fair old man. He said that Papi had helped him a lot when he was younger, 'whipped him into shape' as Rojo put it. He was also the person who got the sharpshooter into gardening.

"So, cowboy," Yang began, "What's the reason your parents want to meet us?" She gave him a teasing smile, "Does Mommy want to make sure her baby boy isn't being seduced by his three lovely teammates?"

Surprisingly the tease didn't fluster Rojo. In fact, he chuckled a bit at it. "No, nothing like that, Yang. They just want to meet you is all." He looked her in the eye. "But knowing Mama, you might not be too far off." He walked ahead of her after that, taking point on their little expedition, and leaving Yang shocked.

It wasn't his words that shocked the blonde, or even his reaction to her tease, it was his eyes. In that moment, when his eyes met her own, Yang saw something in them. Something hidden but still there. Something she had seen in the eyes of her father and uncle far too many times.

Sorrow…

It had been for only a few seconds, but it was more than enough for Yang to see it. She had a knack for seeing this things. Ever since Summer died and Ruby was taken Yang had become extremely keen at noticing when someone was trying to hide what they were really feeling.

But before Yang could begin to ponder the meaning of this, Rojo had them stop. They were in front of one of the many shops that lined the street, a flower shop to be precise. Hanging pots filled with flowers hung from the awning of the shop looming over an assortment of racks, wheelbarrows, garden statues, and more. The window right behind the items showed a brightly lit interior filled to the brim with flowers and plants.

Nailed right above the large window was a wooden sign with what had to be the store's name: _Flower in the Rough_.

Rojo walked over to the main door of the store, but stopped when Weiss called out in a questioning voice, "Rojo, what are we doing here? I thought we were going to meet your parents."

"We are," Rojo assured, "I just thought it'd be nice to make a quick stop here first. I had an order placed for a custom flower box for our dorm window and I wanted to check if it's ready so I can bring it back on the way back to Beacon."

Yang raised an eyebrow and Blake looked up from her notebook. "You wanted to get a flower box for our window?" Blake asked, a curious but disinterested tone lacing her words.

Rojo rubbed the back of his neck awkwardly, "Well, yeah. I thought it might be a nice to have some fresh flowers, you know? Add a bit more personality to the room."

Yang smirked. "More personality?" She chuckled, "Rojo, we have homemade bunkbeds. I don't think-"

"What flowers did you pick for the box?" Weiss suddenly interrupted, a serious look on her face.

Yang and Blake turned to look at the heiress with mild surprise. Out of the three of them, she had been the most reluctant to come along, so her sudden interest was rather unexpected.

Rojo was surprised by her question as well, but quickly answered. "I asked for a large box with four types of flowers: Vacuo poppies, Mantle snowdrops, yellow Vale marigolds, and black Menagerie pansies."

Weiss looked at him carefully for a while before speaking. "You picked the flowers based on their color pallets so that they would match each of our names while also coinciding with each of our preferred colors?"

"Pretty much." Rojo answered with a shrug.

Weiss folded her arms over chest at his response. "Well, at least you didn't just pick any random flowers," She grumbled just loud enough for them to hear. "Fine, let's get this over with."

Rojo nodded and opened the door to the store, a delicate chime ringing as it swung inwards. He let his three teammates in first before entering himself, the door closing behind him with a muffled slam and a second chime.

The store was filled with what Yang expected a flower shop to be filled with. Shelves stocked with seed packets and flower bulbs, clay pots of different sizes stacked in towers, and more of the tools and ornaments that they saw outside. Surprisingly though, there were not as many flowers as was suggested by the amount displayed in the front window, making Yang wonder where they kept them.

But even if she couldn't see the flowers, Yang could certainly smell them. The whole shop smelled of flowers, soil, and manure. It was a fresh, earthy smell, reminding her of Patch in spring when the snow melted and plants turned green.

It was nice, relaxing and oddly… familiar.

_Cha-ching!_ "Thank you and have a nice day!"

The tell-tale sound of a cash register ripped Yang from her musing and causing her to seek out the source.

The source was a store counter placed to the right of the shop's door.

Standing behind the counter, operating the cash register, was a dark-skinned man. He wore a dirty tan apron over a red flannel shirt and blue jeans. He had the sleeves of the shirt rolled up past the elbows, and his jeans were covered with holes and patches. But the most eye catching feature of the man were the two short cow horns sprouting out of his head.

He was busy with the cash register, so he didn't notice Rojo as he walked up to him. When Rojo was at the counter, he rapped his knuckles against its top, gaining the clerk's attention.

When the faunus man looked up from his work his face lit up with a wide smile, and with a drawling voice said "Rojo! Good to see you, kiddo!" The man reached over the counter and clasped Rojo's hand, bringing him in for a brief hug. The two patted backs then pulled back from each other.

"Good to see you too, Eddy." Rojo said. "How's the shop been doing without me? Papi finally find my replacement?"

Edgar chuckled heartedly at the question. "Just hired one last week. Scrawny little fella named Ray. Nowhere near as good as you were, but he does what he's told."

Rojo nodded his head in approval. "He'll get better. Hopefully Papi keeps this one."

"Amen to that, kiddo!" Edgar laughed. "It's been murder since you left. I've had to pull double-shifts to pick up the slack, and at the rate your grandpa runs this place I'll have more wrinkles than him by the end of the year!"

The two laugh at the man's joke, seemingly oblivious to the three girls standing right behind Rojo.

_AHEM!_

The two looked over to the source of the sound to see an irritated Weiss flanked by a book reading Blake and a smiling Yang.

Rojo placed his hand on his hat as he remembered he wasn't alone. "Sorry, girls. Forgot you were there for a bit. This is an old friend of mine, Edgar Holle." The mentioned man waved at the three. "Eddy, these are my teammates: Weiss, Blake, and Yang." Each girl nodded her head at the mention of her name as Rojo introduced them.

"A pleasure to meet you all." Edgar greeted politely. The faunus man looked back towards Rojo, "Your grandpa's up in the greenhouse."

"Thanks, Eddy." Rojo looked at his team. "This way."

He took them near the back of the store, through the rows of lawn ornaments and fertilizer bags, where a set of stairs was located. They climbed up the three flights of stairs, reaching the top floor of the flower shop where they were greeted with an unassuming door.

Rojo then opened the door and led his team into the shop's greenhouse.

It was completely different from the rest of the shop. It was brighter, and felt even hotter than outside. It was incredibly humid too. Yang hoped it wouldn't frazzle her hair too much, it was a nightmare to deal with.

The condition of her glorious golden locks aside, Yang was honestly impressed with this place. She might not be a gardener, but even she could see the amount of care that was put into this place. Heck, they even had a little stone fountain in here with a working water pump and everything.

The ceiling was just as impressive. Suspended planters filled with plants and flowers hung from strong wires. Vines crawled up the wires and down the planters, almost completely covering some of them in green.

The floor below was covered with those little white pebbles used on the walkways in Vale's botanical gardens. Square plots of soil took up space on both sides of the greenhouse with paths of white pebbles separating them at even intersections. The plots were filled with dozens of healthy green plants, not just flowers but vegetables too.

One plot even had a few red raspberry bushes.

This is where Yang saw him. Hunched forward with his back to them, a man was tending to the raspberries, completely oblivious to the teenagers behind him.

That is until Rojo boldly walked up to the man and called out in a loud happy voice, "Papi!"

The man's frame jolted before standing up and turning to face the one who called out to him.

He was an old man, looking well over sixty years old. He wore a gray button-down shirt with a pair of worn slacks. A shiny black belt encircled his waist, its bronze buckle glistening in the summer light. He wore a pair of gardening gloves over his hands, they were aged and stained black from the soil but still looked functional, and grasped shakily in his right hand was a wooden walking cane.

Despite his age the man had a full head of hair, though its color had completely grayed. It was cut short, close to the scalp, like a buzz cut but not quite. His face was hard and wrinkled, and his skin was tanned from many days spent outside in the sun, but it brightened greatly when his old brown eyes found Rojo.

The man smiled and walked towards the advancing team leader, using his cane to help him along.

"Rojo!" The man exclaimed in a gravelly yet strong voice as he and the boy embraced each other. "Good to see you, my boy. Good to see you."

This was Rojo's grandfather.

"Good to see you too, Papi!" The grandson replied with equal affection.

The old man then broke the embrace, "Let me have a look at you now." He said, running his eyes over him with an inspector's gaze. "Been so long since I last saw you. God, you just like a weed. What they been feeding you up there, huh? You getting all your vitamins and such? You're looking a mite skinny."

Rojo chuckled and placed a hand on his grandfather's shoulder. "I'm fine, Papi. Just been training for the tournament is all."

The old man looked unconvinced, but didn't press the subject as he finally noticed the three girls that had been standing behind his grandson.

"And who might you three be?" He asked, walking passed Rojo to get a better look at them.

Rojo, went over to stand next to them as his grandfather stared intently at each of them. "These are my teammates, Papi. Remember? I told you about them in my letters."

Rojo wrote letters to his grandfather about them? Is that what he was doing every Friday night? Yang always thought he was studying or getting some weekend homework out of the way.

"Did you now?" he rubbed his chin thoughtfully. "I don't quite recall any mention of your team in the letters. Must be my old age." He removed his hand from his chin and pointed his finger at the three. "What're your names, little missies?"

Taking the initiative, Weiss was stepped forward and gave a slight curtesy. "Hello, sir. My name is Weiss Schnee. I am your grandson's partner, and I would like to say it is a pleasure to meet you."

His old eyes went wide for a bit at her introduction, then he let out a sharp laugh that jostled Weiss. "Well I'll be double-dog-damned! A Schnee! A Schnee is my grandson's partner! HA!" He chuckled heartily, leaning forward on his cane as his old body racked itself with laughter. "Never thought I'd meet a Schnee, or one with such good manners. Thought all you Atlas types were too far up their own behinds to be civil with us common folks."

Yang couldn't help but crack a smile at the way Rojo's grandfather reacted to Weiss's introduction, especially with how it made Weiss blush and sputter in embarrassment and offense.

"You know," he said after calming down from his chuckling. "We use your company's Dust in our soil and fertilizer. Just a pinch of it mind you, it adds a bit of a kick and keeps the plants nice and healthy."

Weiss tried her best recompose herself and smiled, a little forcefully, at the old man's words. "I am happy to hear you find our products so helpful." She said with a polite nod of her head.

The man's attention went to Blake next. She had put away her book and met his stare with her typical stoic expression.

"I'm Blake." She said curtly. "Blake Belladonna."

He squinted his eyes at her intently, waiting for her to say more. "Not a big talker are you, missy?" He said casually, then seriously said, "Most folks might consider that mighty untrustworthy." Blake's body went tense a bit and his stare intensified as a result. "You ain't an untrustworthy girl, right?"

RWY looked at Blake with concern and worry. Of course, _they_ trusted Blake, but that didn't mean they were unaware of how her reclusive attitude could come off as… suspicious to others.

Thankfully, Rojo stepped in before his grandfather could press her further. "Papi, Blake's a good friend and a trusted teammate. She's just shy is all."

The old man looked to his grandson then back to Blake. "Hmmm… alright then. But she might want to try being a bit more talkative. Helps with conversations." He mumbled something else before laying his eyes on Yang. "And what might your name be?"

With a lopsided grin, Yang gave a wave and introduced herself. "Yang Xiao Long, team RWBY's heavy hitter and master jokester."

"That's debatable." Weiss muttered, but the old man didn't hear her.

"Yang Xiao Long, you say?" He asked carefully. "You wouldn't be related to a fella by the name of Taiyang Xaio Long, would you?"

Yang raised a brow at the question, surprised he knew her dad. "Yeah, he's my dad."

The old man looked at her for a moment, then started laughing again, harder than last time. "Well I'll be double-dog-damned!" He laughed out, before a fit of coughing cut him short. "I thought-_cough, cough_\- I thought you looked a mite familiar. How's that bastard doing?"

"He's… good?" She answered unsurely, very confused by what was going on. "You know my dad?"

"I sure do! Fella came in here some years back with his lady friend and a baby. Asked me to supply the flowers for his wedding ceremony." His lips spread into a toothy smile. "Also bought a jar of my homemade raspberry jam and's been a regular ever since." He paused and looked at her again. "Should have recognized you with that blonde hair of yours. You're the baby girl his wife brought over to play with Rojo!"

"What!?" All four the teens were wide-eyed at the information, Rojo and Yang especially. Apparently they knew each other before they even knew how to remember things. She wasn't sure if she should tease Rojo or feel embarrassed, or both.

"Yes indeed. It was only a few times though. His parents brought him over from Vacuo for his first Vytal Festival." He stated looking up at the plants that hung from the ceiling as he told his tale. "Around then, Taiyang's wife, Summer I think her name was, came in with you slung across her chest to buy some jam and flowers while my lovely daughter, Rojo's mother Rosa, was kindly helping out around the shop. They started talking and boom, playdates between the two of you were set up."

The old man looked down from the hanging plants and chuckled when he saw their faces. "Well, I guess that's enough nostalgia for one day. What're you here for, boy?"

Rojo composed himself as best he could after that bombshell of information. "R-right. We're here to see if the order I placed was ready for pick-up." He told his grandfather.

"Oh yes, your window box!" The old man replied with a nod. "It's all ready for you. Just talk to Edgar and he'll get it ready for travel." RWBY was about to leave the greenhouse then, when the old man called out again. "Why don't you let your team stay here while you get that sorted out? That Edgar can be such a boring fella, what with how much he complains about this and that. They even might find some flowers they like."

Rojo looked at his grandfather for a moment, then to his team. "You want stay up here while I take care of this?" He asked them.

The three girls looked amongst each other in silent contemplation before Yang spoke up. "Sure! Besides, you were the one who wanted to bring us here, cowboy. We deserve a little look around before we go to see your folks."

Rojo looked them over then shrugged. "Alright. I'll be back in a couple minutes." And he walked out the greenhouse door, his footsteps quickly fading. The three were just about to inspect the contents of the greenhouse when an old voice grabbed their attention.

"What was that you said, little missy?" The three turned to see Rojo's grandfather giving them a strange look. "Who was it you're going to see?"

"His parents…?" She answered, a little confused by the odd question.

The man's face grew solemn then. "I see…" He then started walking towards an old chair that stood near the raspberry bushes he had been tending. Carefully, he sat himself down in it, letting out a heavy sigh when he did. "I see…"

Curious to the strange behavior of the friendly old man, the three girls approached him from the side.

"Mister Toro-" Weiss began after a moment.

"Jardinero." He interrupted, staring straight at the raspberry bushes. "My name is Rojo Jardinero. Rojo's father, Miguel, was the Toro. Rosa named him after me."

So Rojo was a junior, huh? At least he didn't call himself Junior like a certain bartender Yang knew.

"Apologies." Weiss responded. "Mister Jardinero, you said that Rojo's parents came to visit you from Vacuo, correct?"

He grunted and nodded his head slowly.

"Well, it's just seems a bit contradicting with what Rojo told us. Did they move to Vale after that, or are they visiting-"

"Rojo never told you, did he?" He interrupted again, still not looking at them. "Stupid of me to even ask, of course he didn't tell you." He grumbled the last words, barely discernable in his gravelly voice.

"Never told us what?" Blake said, her voice curious but cautious. He didn't answer just kept looking at the raspberries, but Yang immediately picked up what the man was referring to.

It all added up. His reluctance to talk about his family, the sorrowful look in his eyes she saw today, even why he was so stubborn about his rifle; it all made sense now.

"They're dead, aren't they?" She said just loud enough for Blake and Weiss to hear her. The two looked at Yang with surprise and horror when she said it. Weiss's eyes were wide and her mouth was covered by a shaking hand to hold back her gasp, while Blake just adopted a pitying gleam in her eyes. They turned back to look at the old man, waiting to see if he would deny or assure her words.

He just kept looking at the raspberry bushes.

"He's seen things." He continued, either ignoring or unaware of Yang's statement. "Seen things that'd make most people go crazy. Terrible things. Things that most folks would never believe." Yang watched as his hand gripped his cane tighter. "Since he was a little boy, I've kept him safe from people who'd love nothing more than to make a quick lien off his misfortune."

Then, he finally turned to look at them, his face hard and serious. "He trusts you, I can see it clear as day. He trusts you like kin. So let me make this clear to you..." He lifts up his cane and points it at them accusingly. "You do _anything_ to betray my grandson's trust, hurt him in any way-"

"We won't." Yang interrupts with a growl, her anger rising as this man accused them of betraying their friend and leader. He may be her best friend's grandfather, but no-one accuses Yang Xiao Long of betraying a friend's trust. Implied or otherwise.

The young brawler and the old gardener glared at each other for a long time. Then the old man's feature's softened and he smiled at her approvingly. "Good."

It was at that moment that the door creaked open. The sound of moving hinges made everyone turn to watch as Rojo walked back into the greenhouse, completely unaware of the tense stand-off that had just taken place between Yang and his grandfather.

"Okay, Eddy says your new guy Ray will have it ready for us by the time we come back..." Rojo stopped talking when he noticed the looks everyone was giving him and raised a confused eyebrow in response. "What?"

"Oh, it's nothing, Rojo." His grandfather lied easily, "just finished telling them a story from when I was your age." With effort, he stood up from the chair and looked over the girls again. "You best get along, now. Leave an old man to his work and what not. Nice meeting you all."

Weiss and Blake were still too shell-shocked to really respond, but Yang took up the slack and returned the farewell right after poking the other two girls in their sides to snap them out of it.

"We'll see you before we head back to Beacon." Yang told him. Then, hoping to dampen the impact of what they had just learned added, "Maybe you can tell us some of Rojo's embarrassing baby moments."

It worked, just a little. Weiss's lips curved into a small smile and Blake's blank face lost that pitying look it had adopted from hearing the fate of Rojo's parents. Rojo's grandfather chuckled lightly, but likely from the ground of exasperation that his grandson had made in response to Yang's suggestion.

"Don't encourage him, Yang." Rojo said, then walked over to his grandfather and hugged him. "See you on our way back, Papi."

The old man returns the hug. "Stay out of trouble, Rojo." The two break apart then. Rojo's grandfather went back to tending his raspberries and team RWBY walked out the greenhouse, down the stairs and out the shop, the chiming doorbell announcing their departure from the establishment.

They walked in silence, their thoughts occupied by the tragic revelation that their leader was in fact an orphan and that they were headed not for a home but a gravesite. They felt pity for their friend and leader for having to go through such a terrible ordeal, but they also felt empathy for his situation.

All three of them had experienced loss in one form or another. Weiss had lost friends and family to the White Fang's "justice" and had grown up fearing and resenting her father. Blake had watched the cause she believed in transform into a violent parody of itself.

And Yang had lost two mothers and a baby sister.

All of them had experienced this sort of sorrow and pain, they understood the effects of it. Yang most of all.

"Rojo," Yang reached out and gripped his shoulder. Rojo stopped and turned to look at her, a fake smile on his face that soon fell when he saw the look of concern and pity in Yang's lilac eyes. She removed her hand from him.

"Why…" She hesitated for a second, briefly unsure if she should ask him such a personal and sensitive question before assuring herself that it needed to be done. "Why didn't you tell us?"

He rose an eyebrow at her vague question, a confused look settling over his features. "Tell you what?" He asked slowly, his voice cautious and low.

"Your parents." Yang answered bluntly. "Why didn't you tell us they were gone?" She kept her voice just as low as Rojo's, this was something strangers did not need to hear.

The confusion on his face was replaced with surprise that was then quickly hidden under a guarded expression. He stared at Yang for what felt like hours before slowly turning his gaze to Weiss then Blake. Both held the same look of concern and pity in their eyes that Yang did, though both tried to hide it by turning away when he looked at them. When Rojo put his focus back on Yang it wasn't hard to see why. His brow was furrowed and his jaw was clenched; he looked like he was about to explode at them for asking about his parents.

But instead, he closed his eyes and took in a deep breath then slowly exhaled it. It was a loud breath, like cold water poured onto a slab of red-hot steel. He calmly opened his eyes. The anger on his face had dimmed but was still present.

Rojo then leaned forward, his face inches from Yang's and his right hand raised up to block out anyone who might hear what he said next.

"Not here." He told them. "It's not safe."

And with that he turned back around and continued walking as if the exchange hadn't even happen, leaving his three teammates with more questions than answers.

* * *

**~o0o~**

* * *

It was fast, very fast. Quiet too. It moved with such unusual silent grace, its upper body swaying in rhythm to the movement of its long serpentine tail, moving in and around the stalagmite ridden floor of the cavern without making the tiniest of noise.

It was a strange creature even when compared to the most bizarre and grotesque of Grimm species, though not for the same reasons. For while it was indeed strange, this creature had a certain… beauty about it. Perhaps it was the lack of armor adorning its body that attributed to this, or maybe it was the elegant manner in which it moved about? Many would say it was the creature's human-like appearance that made it beautiful, but that was a stupid and vane belief.

No. The longer the thought persisted the clearer it became that those were not what made this Grimm so beautiful. It was something beyond mere physicality.

It was the Grimm's purpose of existence.

A Grimm created for the sole purpose of being Mistress's avatar. A Grimm created to embody the terror she sowed for nearly half a decade. A Grimm created to be the face of her fury. A Grimm created to fool that bitch Cinder and her bootlicking lackeys.

A Grimm created to be the Siren…

This is what made it so beautiful. At least, in Flinch's eyes it was.

The slave continued to watch silently as the Siren slithered through the naturally formed obstacle course, her ever vigilant guards standing only a few yards away. Sitting on the ground next to her was Mistress, or more accurately, Mistress's unmoving body encircled by a prone Pup.

Mistress was practicing using her puppet's body, getting used to the movements and familiarizing herself with its capabilities. She had been doing so since the Grimm was made, just before Flinch was released from her punishment if her Thrall translator was to be believed.

Flinch was beyond joyous when her master's plan was revealed to her, so much so that she wept. Master had managed to salvage her mistake and turn it into something truly magnificent and deceitful. He would send Pup and the Siren to Cinder, as she _demanded_, (Flinch bristled at the mere thought of someone demanding anything from her master and getting away with it), along with several hundred Thralls and chompers. They would aid Cinder and her White Fang allies in breaching the city of Vale, as agreed, but once the walls were breached and the first Thrall set foot in the city… justice would be delivered.

This is where Flinch would have her chance for atonement, to seek forgiveness for her actions. For once the city was razed and its fat inhabitants slaughtered like sheep, the remaining White Fang would need to be assimilated into the horde, their soldiers made Thralls and equipment looted. Flinch would seek involvement in this crusade to come, for it would give her many chances to show Master that he could once again put his trust in her.

Sudden movement in her periphery caused the slave to turn to see Pup had turned his head to look back into the mouth of the tunnel they had arrived in. His ears were erect on his head, but soon relaxed as the enormous wolf laid his head back on the floor. A moment passed, and the cause for his sudden action reached Flinch's ears as well. It was a slow, rhythmic thudding sound that became steadily louder and louder with each thud.

Master was approaching.

Flinch quickly made space between herself and Mistress's body for Master to occupy upon his arrival. He was Master after all, it was only fitting that he, not a humble slave such as herself, be the one to stand beside his daughter.

Speaking of which, it seemed Mistress had also heard Master's heavy footsteps and was approaching the space where her audience stood as well. She moved the body much slower than she had earlier, likely so Master could watch her navigate the stalagmites himself and praise her for how much better she had become with controlling the Siren.

The thought brought a small smile to the slave's face. Mistress was indeed a ruthless killer, but she still acted like a child from time to time.

A minute passed till Master finally reached the mouth of chamber. Flinch bowed her head to him as he left the tunnel, keeping her eyes down until he made a sound that signaled she could raise her head back up. The Thrall also bowed its head, but the movement was accompanied by a closed fist placed against its breastplate. Pup only gave Master a look before focusing on Mistress again, and Armor did nothing but blink at Master.

With Master present, Mistress accelerated the Siren's movements, willing it go faster so to reach master as soon as possible. It weaved through the stone cones like water and within seconds had the Siren standing right before Master.

Seeing both Master and the Siren so close revealed how large the Siren actually was. Using its tail to prop itself up high, the Siren was able to easily keep itself at eye-level with Master, something that neither Flinch nor Mistress could ever hope to do.

The two stared silently at each other, engrossed in another of their voiceless conversations. Moments later, the beast slithered back into the chamber and Mistress was back inside her real body.

Flinch watched as Mistress stood up and stretched, her massive hands reaching high into the air with clawed hands interlinked above her head. She gave out a groan as she cracked her back and neck; her lips parted to reveal clenched fangs. Once finished, Mistress went to Master's side and the two made to leave the chamber when Pup also rose from his spot.

He looked ready to follow them but a look from Mistress gave the Grimm wolf pause. His ears then drooped and he gave out a pitiful whine which caused Mistress to in turn give the creature an affectionate hug.

"Master and Mistress are leaving the Gulch, Overseer." The initiate Thrall suddenly said, causing Flinch to turn to it. "You are to prepare Pup and the Siren for departure and will leave for Mountain Glenn at midnight."

Flinch looked to Master and once more bowed her head to him. "Consider it done, my master."

Master responded with a stare that sent shivers down her spine. He did not stare for long and returned his attention to Mistress, who had just finished comforting a distressed Pup. She parted from the Grimm-wolf and returned to Master's side from which she gave Pup a quick wave goodbye.

With that done with, father and daughter left Flinch in the chamber with her two guards, Pup, and the now directionless Siren. Not that Flinch minded this however.

Though curious to where they were going and why, Flinch knew better than to linger on such things. They were her masters and she their slave. Her purpose was to serve, not ask questions.

She continued to watch the Siren, content with watching as it fruitlessly searched the chamber for prey that was not there. After a time, she left the chamber with Pup and her guards to prepare for the journey to Mountain Glenn.

As Flinch walked, she considered how she might go about transporting the Siren. She didn't worry about Pup, the hybrid would likely reach the ruins before they did. The Siren was a different matter however. Flinch would need to do something to exaggerate the difficulty of "capturing and taming" it. Perhaps she would have it transported in a cage of some sort, a makeshift one could quickly be crafted from the many empty supply containers they had lying around.

Perhaps she'd give it a child to feed on as well. It would need something to occupy itself with during the trip to Mountain Glenn.

* * *

**~o0o~**

* * *

They were finally at the cemetery gates. They had been walking for what felt like ages, though that could have due to the uncomfortable silence that had fallen over the group. None of team RWBY had uttered a sound since Yang had confronted Rojo about… about his parents, and none of them had the courage to speak up and break the silence.

That they had reached their destination did not help them either, if anything it enforced the need for silence. Though it was more out of respect for the dead than fear of their leader blowing up at them.

The cemetery was large, Vale's largest in fact. Hundreds, if not thousands of tombstones filled its boundaries, marking the graves of each of its dead inhabitants, or so it would seem.

If one looked close enough they would notice that several rows of tombstones were too close to each other than the buried caskets they marked would allow. Quite a few of these rows were barely even a yard's distance from the rows behind and in front of them. And if one looked even closer they would realize what so many cramped graves in such a large cemetery meant.

They were empty graves.

A third of this massive cemetery was corpseless headstones. These belonged to the brave men and women who ventured outside the Kingdom and never returned, to the soldiers that fought in the Great War and never came home, to the victims of Grimm attacks that Huntsmen failed to save.

The world outside the Kingdoms is a dangerous and merciless one, filled with monsters that love nothing more than eating humans and faunus. And they leave very little left to bury.

Seeing all these graves brought up a familiar image in the mind of RWBY's blonde brawler.

Yang recalled Summer's own gravestone, sitting alone on that cliff, nothing but empty dirt underneath it. They had nothing to bury when news of Summer's death reached them and looking back, Yang was grateful for it. Knowing she was dead was hard enough for everyone, but Yang wasn't sure they could bare to see her lifeless body, let alone watch it be lowered into the ground and bury it.

She could already hear a toddler Ruby crying out for them to stop, that Mommy wouldn't be able to wake up and fight monsters if she's covered in dirt. She could see little Ruby, tears and snot dripping down her face, begging their dad to stop them, only for him to get down on his knees and cry his eyes out too.

The mental image sent a tear down Yang's cheek, but she quickly wiped it away before anyone noticed.

"We're almost there." Rojo sated, finally breaking the silence that had settled over them. "Just past that old tree there." He pointed to the tree on the right of the path further up ahead. It wasn't a very large tree, but it was still significantly sized. It loomed over the pathway with its long gray branches, its leaves shading the path from the bright sun.

They passed it, and came upon another plot of headstones. Only this plot was different. There was a black iron fence surrounding, something that is often reserved for cemetery plots that are owned by rich families or for victims of terrible tragedies.

Rojo opened the gate leading into the plot, holding it open for the girls to enter first before entering himself and returning to the head of the group. They walked a bit further before they reached two headstones. Rojo took off his hat and knelt down in front of the graves.

"Hi Mama, Papa." He greeted the graves warmly, though Yang heard plenty of heartache in his voice. "It's good to see you again. I brought my team here with me this time, just like I said I would." He chuckled weakly, "I bet you didn't believe me when I said I was the only guy on the team, I didn't really believe it myself for a bit, but it's true."

Rojo went on like this for almost ten minutes, talking about his time at Beacon, their initiation, their little escapade at the docks a few weeks back. He spoke so differently with the graves than he did with them. He was hesitant, almost awkward with his speech, something he almost never is.

"So, uhm… Mama. You never told me that I had a playmate here in Vale when I was a baby." He chuckled again, a sad smile no doubt gracing his lips.

"Rojo…" Yang interrupted, finally noticing what he was trying to do.

"I mean, I get why you didn't. Not really something that comes up in everyday conversation." He continued on, ignorant of Yang calling him.

"Rojo." Yang walked up behind her leader and placed a hand on his shoulder.

"But the thing is, the playdate from back then? She's on my team! What are the odds of that, huh?!" He was speaking faster now, anxiety clear in his voice.

"Rojo," Yang knelt down beside him and squeezed his shoulder gently. "Stop."

He didn't say anything after that, for a while he didn't do anything.

Seeing him like this, in this place, must have brought something out in their two other teammates because Blake and Weiss were now at his side also, sympathetic looks on their faces.

"We're all here for you, Rojo." Weiss told him, and Blake nodded her head in agreement.

"I was so excited." He suddenly spoke up, his voice cracking. "I had never seen so much of the outside world until then, what it was like outside Vacuo. It felt like a big adventure." He paused a moment, snorting the mucus in his nose away.

"We'd been on the train for half a week when we reached Forever Falls…" Oh no. "I remember looking out the window of the train car, watching the red trees pass us by… Then it happened."

Yang recalled his dislike of trains and how he reacted inside Forever Falls a couple months back. It made so much sense now.

"It happened so fast. One second everything's fine the next I was on my back and blood was pouring down my head. First thing I saw was Mama," Another pause, "She… she was just sitting there in her seat, hazel eyes looking right at me. Her… her neck had been snapped by the force of the crash.

"I was too scared to move, too horrified to do anything but stare at her. Then Papa snapped me out of it, told me I had to focus and be brave. He was the only other one in our cabin to survive besides me, everyone else was dead.

"The doors of the cabin were stuck shut, but Papa managed to pry one of them open with a piece of metal he found lying on the floor. I was just about to walk outside when it… when it… it happened." A third pause, accompanied by labored breath.

"A scream, louder and scarier than anything I ever heard in my life. Not even a second later, hundreds of Grimm charged out from the trees towards the crash site, roaring at the top of their lungs. Papa pulled me be back inside the cabin and brought out Red Redemption. He wouldn't let me look outside the cabin, but I heard enough to know what was happening out there.

"After what felt like an eternity, the screams and the roars died down. None of the Grimm had attacked our cabin yet, but they would soon, and Papa didn't have enough bullets for them all. So he did something else. He picked up that piece of metal and pried the door open again. So he looked at me and said, 'I love you son' and placed his hat on my head and his gun in my hands, 'Now run. Run and never look back.' Then he grabbed the metal stick and ran right into the thick of the Grimm while I ran in the opposite direction as fast as my legs could carry me." Yang could see tears pooling up under Rojo chin, could feel as his body shook in his struggle to keep himself composed.

"But there were Grimm outside the crash too. Boarbatusks and creeps, I thought for sure they'd run me down. But they didn't. They all just ran right on past me, every single one of them, like I wasn't there. Everything was a big blur after that. Next thing I knew I was waking up in a hospital bed in Vale. And then… then they tell me that I was the only one to survive, that I was a 'lucky boy'. How the fuck was any of what happened that day lucky!?"

His hands curled into fists and his voice gained an angry edge to it. "I had to listen to hundreds of people being eaten alive, I lost both my parents, and the rescue teams couldn't even find anything left of them to bury! All because of that damned Siren! All because of that _monster!_" It was here that Rojo lost control. He punched the ground repeatedly in frustration before breaking down. He cried openly and loudly, repeatedly cursing the monster he blamed for his lose until it was drowned out by sobbing.

Yang and the others were almost too shocked to do anything. The sight of their strong, focused and respected leader reduced to a bawling mess was almost too much for them to process. The cause of it was almost as shocking as the result.

Rojo had been in the Forever Falls Train Wreck, he was the sole survivor! Yang remembered when she first heard the story, how a little boy was found half-dead running along the tracks. They never released the boy's name due to disclosure issues, and when more wrecks happened the media turned away from finding out anymore on the mystery boy.

And that boy was Rojo! Her best friend!

But why did Rojo keep it a secret? Why didn't he do one of those interviews on the news to tell people about? Wouldn't telling people about what happened be better than hiding it? And why hadn't he told them until now?

Why didn't he tell her?

Yang shoved those thoughts away. He did tell her, just now. And for him to tell them something like this, something that reduced him to a crying wreck, showed just how much he trusted them.

Yang would repay that trust.

The blonde brawler embraced her weeping leader in a gentle side hug. She softly rocked him back and forth in an attempt to calm him down. And it worked. Little by little, Rojo's sobbing began to die down. He leaned into Yang's embrace, bringing a slight blush to the girl's cheeks, but Yang just patted him on the head.

"Rojo…" Both Yang and Rojo looked up to see Weiss looking at him with sympathetic eyes. The heiress had taken his right hand in her own and held it in front of her chest. "I can't begin to imagine how hard that was for you to go through, and having to retell it all…" Her words were spoken without a single shred of pride in them, only humility and sympathy. "So I thank you for sharing this with us, and I promise you that I will be there for you if you ever want to talk."

Yang couldn't see Rojo's face from how she held him, but she was certain that he had grateful smile on his face. Yang looked over at her own partner and saw Blake reach out and place a hand on his shoulder. She had a look of conflict on her face for a while, like she was trying to decide on what to do next before simply saying, "We're here for you, Rojo."

They were all quiet again after that, only this was a different quiet. It wasn't the oppressive, frightful and awkward quiet that had followed them to the cemetery. It was a comforting and respectful quiet. The kind where one can simply take in the world around them and be grateful for what they have.

"Thank you," Rojo spoke, breaking the silence. "Thank you." His voice was hoarse and raspy from his break down but it was filled with gratitude.

"No need to thank us, cowboy." Yang said, her words gentle and soft. "After all, what are friends for?"

* * *

**~o0o~**

* * *

The burning sun had finally fallen beneath the horizon when Silver and her father arrived at their destination, the twilight sky dimming darker with each passing moment. Silver welcomed the encroaching darkness, the day had been far too hot for her liking and she craved the cool breeze of night.

The raven had taken them to the eastern mountain range of the continent, very close to the Dustlings' nest yet not close enough to be overly cautious. Father told her that the Dustlings were preparing for a great gathering and would be too occupied with it to turn their gaze elsewhere.

As the raven flew, Silver could see the nest in the distance, see the glow of its lights and the silhouette of its great tower.

She could not wait to see it reduced to rubble and ash.

When their destination had been reached the raven let out a piercing cry to frighten away any Dustlings, (slim the chance may be), in the area away. It circled the area once, then landed on an open ridge of the range's northern most mountain. The raven took off once both Silver and her father dismounted, returning to its lofty domain. It did not fly far from them though, Father wanted it close by in case something unexpected may happen and so that they did not need to wait long once they were finished with whatever they were here to do.

'_Come, Silver,'_ her father told her, already making his way towards the tree line and their objective. _'It is this way.'_

'_What is, Father? Why are we here?'_ The question had been burning in her mind since they left the Gulch.

'_Follow me and you shall see.'_ Silver resisted the urge to groan in frustration and quickly caught up with her father. He had been unbearably cryptic about the whole thing, he just kept avoiding the question over and over again.

It just added to the mystery and suspense of the whole ordeal, leading to Silver thinking up a thousand different possibilities to what it was. It could be another new Grimm, or a weapon, or maybe even a shard of the Moon that they could take and use against the Dustlings, (she dismissed that last one almost as soon as she thought it up; the likelihood of it being _that_ was nonexistent).

Well whatever it was, Silver would find out soon enough.

The path they had taken was rocky and uneven, though such terrain should be expected on a mountain. It was a path carved out by the mountain's wildlife, both predator and prey. It was narrow and flanking bushes and low hanging tree branches cramped it even further. A Dustling would easily miss the path, but her father was no Dustling.

He walked the path like he'd walked it a hundred times before. Interestingly, as he walked the path Silver noticed he would carefully avoid any obstructions in his way rather than walk right through them. He was even holding his cape in a way that prevented it from catching on any branches.

He must be trying to keep the path secret so that no Dustlings could find and follow it. The path must lead to something truly important if her father was going to such lengths. Silver quickly copied her father when she realized this; if he was being this careful not to leave signs of his presence then she needed to too.

They walked like this for nearly an hour, sacrificing speed for stealth, before Father spoke again. _'What I am about to show you little Rose is something that only I know of.'_ He told her, _'I share its existence with you now because you have shown that upon my death and your ascension to leader of the Grimm the horde will flourish under you…'_

Moments after he finished his cryptic explanation the trees parted and they entered into a clearing. The ground was oddly leveled and boulder free despite being on the side of a mountain. The grass also seemed out of place, looking more appropriate in a prairie than on a mountain. In fact, the whole clearing looked out of place, no, it _felt_ out of place. Something about this place gave Silver a bad feeling, a very, very bad feeling.

'_And because it is time that you learn of the great power dwelling within you.'_

Then she saw it… and she screamed.

It couldn't be! It just couldn't be! It was only supposed to be a dream, just a dumb, terrifying dream! It couldn't be real, it just couldn't be real!

Silver tried to run away from it, run far, far away from it and never return, but before she could even turn around her father grabbed her shoulders and used his great strength to keep Silver rooted where she stood. The heir fought against her father's grip, but it was a futile attempt.

He tried to calm her down, _'Peace, Silver! Cease your struggling, it cannot hurt you!'_ But it was as futile as his daughter's struggling.

'_It can! It will! It wants to turn me into a Dustling! Don't let it turn me into a Dustling, Daddy! I don't want to be turned into a Dustling!'_ Tears were flowing freely from Silver's eyes, fear and adrenaline pumping through her veins.

'_It cannot!'_ He insisted, pulling Silver into a tight embrace, hoping his closeness would help calm her. _'And if could, I would have destroyed it along with your mother, now calm down!'_ He then knelt down so that he was at Silver level, and pulled her away so that her eyes met his own.

She fought against his grip still, but once his eyes locked with her own the panic that clouded her mind was quickly subdued by his steely gaze. _'You have nothing to fear from it, my daughter. A scrap of old cloth cannot hurt you.'_

Silver did not respond, not immediately. Though her father had managed to calm her down, her mind was still recovering from the shock of what she saw. It took her time and her father did not release his grip on her until she was completely calmed down.

'_I… I'm sorry, Daddy. I apologize for my reaction, I was… surprised.'_ Silver felt so ashamed of herself. Her father had brought her here as a show of his faith in her and she had just tried to run away like a coward. All because she had been frightened by a piece of fabric.

Her father let out a heavy sigh and took his hands off her shoulders and stood back up. _'No, little Rose. The fault is mine. I had forgotten that your bad dreams involved a white cloak.'_ Though he spoke with understanding, Silver could hear the underlining tone of disappointment that clung to his words.

She hung her head low, her cheeks flushing black with embarrassment and shame. How could she let herself be flustered like that? Her dreams were not reality, a white cloak could not rid her of her Grimm blood, it could not blind her with evil light, it could not fill her head with twisted lies…

So why then did her instincts still urge her to be cautious towards it?

The sound of movement broke her train of thought and directed her to look at its source. Silver's father had walked past his dismayed heir and made his way over to the very thing that caused her panic.

Silver was still hesitant to go near it, but now that she had a better look at it she realized that it was much different from what haunted her sleep as a sprite.

To start, it was not floating above the ground with its hem flapping against a nonexistent breeze, it was skewered atop a long tree branch that had been lodged into the ground, hanging limply from it.

Its physical condition was another difference. In her dreams, the cloak was without a single tear and its snow white coloring was tarnished by just the barest splash of red. Here, it was even more worn out than her own cloak and its pure white dye had been reduced to a stained, light gray color. It was more of a worn out rag than a cloak.

And it did not cloud her mind with words that confused and frightened.

'_I fought her here, in this very clearing.'_ Silver's focus switched from the cloak to her father who was gazing at it with a look of nostalgia. _'She came here to assist a minor nest, one I had taken an indirect part in destroying. She pushed back four of the five assaults I sent by herself, dancing through my Grimm with bladed whips. She traveled into the forest after the fourth assault, seeking to end the attacks from their source. Instead, she stumbled upon me._

'_She was surprised by me at first. My appearance confused her, she thought I was Hunter.'_ He chuckled as he said this, amused by it instead of insulted by it. _'Of course, the moment I summoned up my mace she knew that I was far from one of her kind._

'_We fought for hours, your mother and I, and in all that time not once did her strikes turn desperate or her form become sloppy. She harbored no fear of me, no fear of dying that day, for she truly believed that she could beat me. It was not until my mace was inches from caving in her chest did the realization of her death cross your mother's face.'_ He reached out and gently caressed the tattered fabric in a strangely respectfully manner. '_Had she been any other Dustling, the fight would have ended in moments, but your mother was not just any Dustling. She was as you are, silver eyed.'_

The statement confused Silver. How could eye color help in combat?

He must have sensed her confusion, for his next words elaborated on it. _'Silver eyes are a rarity among Dustlings, I have only ever encountered five Dustlings with them. They are different from the rest of their breed in so many ways, key of which being their unrivalled skill in battle, for all Dustlings that bore silver eyes were killers unmatched in the art of slaughter. And their choice prey was Grimm._

'_They were so ruthless in their hunts, so unyielding, that my Grimm came to _fear_ them and their silver eyes. A single glance from one was enough to halt a hundred charging Grimm dead in their tracks.'_

Silver's own eyes widened at this revelation. She had no idea that her eyes harbored such power in them. That they could freeze a hundred Grimm with one look was a staggering notion unto itself, but to learn her Dustling half belonged to a breed of Grimm butchering killers unnerved her even more.

Though he must have felt her discomfort, Silver's father continued his tale. _'Of course, this talent for battle was what kept the silver eyed Dustlings from ever becoming anything more than an annoyance. They lived only to fight my Grimm, but a Dustling can only fight for so long before fatigue ensnares it.'_ He looked over at Silver then, _'A warrior lives and dies on the battlefield, and your forebears were no exception to that. But you are.'_

Her father walked back to where Silver stood and placed his right gauntlet on her shoulder. _'As my heir, my black blood runs through your veins. And just as it changed your body, mind and soul so too has it altered the power that sleeps in you. You shan't ever be a killer of Grimm, little Rose.'_ He lifted his gauntlet from her shoulder and reached into the recesses of his cloak. _'You shall be their ruler.'_

From his cloak he pulled out a neatly folded bundle of black cloth, which he held out for her to take. Silver did so, immediately recognizing it as Grimm silk the moment her claw tips touched it, but something felt odd about the article.

Now fully in her claws, Silver unfolded the black cloth and beheld what her father had woven for her.

It was a hooded cloak, like the one she wore around her neck, but it was far from identical.

This new cloak was in much better condition than her current one, not a single hole or rip could be found on its surface. It was black as jet in color, but was more decorated than hers. Running along the edges of the whole cloak, from the bottom corners to the hood itself, interweaving vines of thorns crawled across the fabric, colored a bloody crimson against the black. But the true eye catcher was at its center, for it was here that Silver saw a red rose identical to the one on both her and Pup's masks.

It was… perfect…

'_What you hold there is no ordinary cloak, little Rose.'_ His words brought the heir's attention away from her gift and towards her father. _'It is shadow woven, darkness itself has been stitched into its seams. Wear this, and all that shall be seen under its hood is shadow. Wear this, and you shall be made one with any shadow large enough to hide you. Wear this, and you will be shielded by all but the strongest weapons.'_

Silver looked back at the cloak in awe and gratitude. She knew her father was capable of weaving cloth that could withstand Dustling weapons, (his own cloak being one such example), but to sew shadows into them? She could not begin to imagine the difficulty and time put into such an effort.

And all for her…

'_Th-thank you, Daddy.'_ She said, her amazement stuttering her words. _'I-I cannot express in words-'_

'_There is no need for words, little Rose.'_ He interrupted her, his tone caring and gentle. _'I can feel your gratitude flowing over me, you need not voice it.'_

Silver smiled brightly at her father in thanks, and was about to wrap it around herself when her father stopped her. _'Silver, you cannot wear both the shadow and red cloaks.'_ He looked back at the white cloak of her mother. _'The shadow cloak will not function with something of Dustling make in its way. The red cloak is old and worn, it will not last much longer and serves no purpose. You must dispose of it.'_

Silver was shocked by his words. Get rid of her cloak? But she's always had her cloak, ever since she was a sprite. She could not explain it, but it was far more than a piece of simple cloth. It was… it was a part of her!

'_That cloak is the last remnant of your life as a Dustling.'_ He said suddenly, voice stern and fair. _'Keep it, and you shall never truly be free of your Dustling past. Never truly be Grimm._

'_I do not ask that you destroy the cloak, little Rose,'_ He said, sensing her rising anxiety. _'I would not have brought you here if I had. Your cloak was what led me to you, for it was heavy with your mother's scent. I cannot destroy that which aided me in finding you, what I ask is for you to leave your cloak here, with your mother's.'_

Silver contemplated his request thoroughly. She could not rush a decision such as this. On one hand, she would losing something that she has always had with her, but on the other hand, she would gain a powerful and useful tool that would aid her in so many ways.

It was hard, but after much mental deliberation, Silver folded up the shadow cloak and handed it back to her father.

Then she removed her red cloak and began walking towards the cloak of her deceased mother.

Slowly, and with great care, Silver placed her red cloak over the white cloak of her mother. It's worn and hole-riddled surface saw saved her the trouble of ripping one herself.

Once finished, she hurried back over to her father and took the shadow cloak back from his hands and wrapped it around herself. Once she clasped the skull at its neck to her clothes, Silver felt the shadows falling in around her head.

This was for the best she told herself. Her cloak was a relic of a forgotten life, useless and without purpose. One cannot hope to become more than they are by clinging to the past, one cannot hope to move forward if they refuse to let go.

And with this single act, Silver had shown she was ready to become more than she is…

Her Dustling past would not keep her from her destiny…

* * *

**Author's Note: This took forever! Again, I am sorry for the wait.**

**Now, some of you are probably like, "hey, why didn't he go into detail about the Siren?" Don't worry, that was intentional. I'm holding back on revealing the whole Siren because I wanted to build up the suspense for when it's revealed.**

**Also, seeing as they take up so much space in the chapters, I may start not responding to reviews that are just people saying I am doing a good job. Don't get me wrong, I'm happy you all like my story, but it just seems sort of redundant to answer each of them with individual thank yous. I may also do the same with the ones asking about Silver and Yang meeting up, maybe I'll just do collective responses from now on with those ones.**

**As always, Please Fav, Follow, and Review! Thank You!**

**DeadRich18 Out!**


	21. Chapter 20: Know the Enemy

**I do not own RWBY. I do however own the Original Characters.**

**Again, super sorry for the wait, but real life comes first. My summer job and visiting family have kept me from working on this chapter a lot, but I also faced a bit of… not really writer's block, more like writer's unwillingness. Don't worry, I haven't grown tired of writing this story, it's just chapter like this one that I find distasteful because I have to pretty much copy a lot of dialogue from the show itself. It is the same reason I stopped **_**Savagery**_**, I hate looking back and forth between my computer and the lines from the original story, it's very tedious and boring. Sorry, I'm rambling. Let's talk about something brighter.**

**For those of you who don't know, RWBY Volume 4's release date has been announced, October 22. I watched the sneak peek on Youtube, and I am so stocked. I love the new looks they have for the characters, though I kinda was hoping for a longer time skip, (On the panel they said it was between six or eight months since Volume 3). And don't worry about the new Grimm they showed in the sneak peek, I've got it covered.**

**Answer Time!**

**Trickster3696: Thank you, I might actually do that, but not for a while I think.**

**GoreslashDOW: I doubt that would happen, Rojo may be her best friend, but Silver is her sister. Plus, while very shocking at first it would quickly become boring and unbearably angsty. Also, congrats on finally getting the name!**

**Dragon Blitz 85: That is something that I cannot reveal as of now.**

**Thorfaxdragonkin: I was actually going to have them go to her actual grave, but after a lot of thought I realize that wouldn't make much sense considering the span of time between killing Summer and abducting Silver. Plus, this way just felt a bit more interesting because we get to see that the Overlord actually respected Summer enough to mark where she died. Do with that information what you will.**

**Grimmepickles: Oh, I HATE those stories, they are so lame and boring. Every time the protagonist switches to good, the good guys treat him like he was always on their side. What's even worse, they make the protagonist SOOOOO angsty from being raised evil. In truth, I won't mind those stories so much if they weren't so predictable.**

**NinjaRiderWriter: Thank you for the praise. I worked very hard on the last chapter, (rushed the ending a bit though), but the overall product is something I am proud of. And truly, if one wants to become greater than they are, they must leave a piece of themselves.**

**Dark RAYQUAZA X: It was and it wasn't. I'll probably go into detail in a later chapter.**

**Gaara king of the sand: Short? How was this in anyway a short chapter? The thing was over ten thousand words long, well over my usual number. And I disagree with the cloak being a dead giveaway. Yes, it is the same symbol as Summer's, but considering Silver never wanted become a Huntress or grew up around Yang, Yang would have no idea that it belonged to her long-lost sister. If anything, she might assume it to be Summer herself. Remember, the body was never recovered, they all assumed she was dead (which she is), but that one lack of physical evidence could be enough for Yang to think it's her step-mom beneath that hood than her sister.**

**Miner249er: In truth, I've already decided on where Silver's path leads, I'm just not telling you. They might make some jokes, you all are certainly free to.**

**Knight7572: He has no idea, but I do... heheheheheh…**

**LordGhostStriker: You know, it's funny. Originally I **_**was**_** going to have Silver make Grimm versions of **_**EVOLED**_**'s monsters, especially the original three. Who knows, I still might.**

**Phantomwa1ker: Glad to hear your fic is off the ground, I'll be sure to take a look at it when time permits me. And since I am also dying to write the encounter, I will tell you that it **_**should hopefully**_** be ten chapters away from now, at the most.**

**Guest: Shit indeed.**

**Donnchadh Bracken: If it is, it will be many chapters from now.**

**5 Coloured Walker: Thank you for providing your opinion, it has been very helpful.**

**Hydroplatypus: I understand, but I prefer it this way so people who reviewed it can find the answers to their questions right away. This way, if something from the previous chapter confused them and is present in the next chapter they can be given an explanation to it without becoming even more confused by the time they reach the author's note.**

**Shadow Walker of Fire: Great! Now eat it to gain its power! I may do something like that in later chapters, thank you for the idea.**

**ChuckTheEon: Thank you for saying such, it is very kind of you to say.**

**Trewill91: It would certainly be a sight to behold… But I just can't take any cat seriously when it has wings.**

**Minesniper: Who you want to triumph is for you to decide, but I have already decided on who shall win this game of… well I guess it isn't really a game right now, more of a preparing for a game.**

**GameboyNinjaUltimate Icarus: The Gulch is most definitely a RVB reference, from the two cave openings on either side of the canyon, to the massive underground cavern. RVB is the first Rooster Teeth show I ever watched, and is still my favorite.**

**Grubk1ng: No problem, you always leave funny reviews!**

**TheHollowClown: I am happy you like what I did, and don't worry, I have already figured out what her corrupted silver eyes will be capable of, and it won't be freezing Grimm, hehehehehehe….**

**The DisturbedDragon: Does it truly limit my options? To answer your Summer ghost question, the Overlord's presence did not destroy her ghost, only drain its power, banish it from Silver's dreams while also strengthening her mental barriers from future incursions. The only reason it managed to influence her was due to the mental state seeing Yang put her in.**

**Akshka: Okay, first off, how did you manage to get three reviews in for the same chapter? Second, even if Silver could, it would stick out like a sore thumb, Grimm only come in basic black with red, white, or yellow details. Not to mention Silver would need to be extremely close to the kingdom's borders and each time she released control of it the thing would go berserk. And third, define what you mean by "wifu calling".**

**Antex-The Legendary Zoroark: That they are!**

**SlurpthisStuff: Yeah, I don't expect a lot of people to tear up at the Toro family grave segment, writing it was a bit of a challenge because I didn't want to make it sad for the sake of being sad. And also, I don't think I'll do the alternate endings thing, sorry I didn't respond in a PM.**

**Jawsrule321: I cannot answer those questions just yet, you must wait and see for yourself.**

**Deathleader: Sabaton is the shit, man! I listen to a lot of hard rock and metal bands, and they help me visualize a lot of the battles I write, Sabaton, Volbeat, and Disturbed are just a few. Miracle of Sound is another one I listen to, they aren't hard rock or metal, but the songs they sing in tribute to games are amazing, Wake the White Wolf especially. Disturbed's Conflict is what I listen to when I read the Overlord's assault, the energy in that song is just gets the blood pumping!**

**Rooperx: Raven will be arriving soon enough, I haven't use her in my story yet simply because not much is known about her and I don't believe myself qualified to provide a suitable personality for one such as her, though if I did it would likely be something similar to the Raven in NaughtFiction's **_**Longest Hunt**_** crossover. Don't worry though, I have plans for her in the near future.**

**Ultra Nebula: Thank you for the praise, much of the reason behind the indiscriminate death is due to **_**Game of Thrones**_** which I am a huge fan of. Funnily enough I actually toned down a few chapters for being over the top in terms of dark, like in the Penny chapter. Originally, I was going to have Atlas experience riots due to the news about the attacks but figured that was too much. Anyway, thanks for saying you enjoy it.**

**Ralyx: A good opening is the key to a good story, draws the readers in.**

**Dylan: That's what I was going for!**

**WangthePhoenix: If I end up doing that, It will be for an April Fools chapter… or not, still too early to decide… or is it?**

**Knightofgardevoir: I also think it would be great to have the RWBY crew do a reading of this, and I've also entertained the idea of Ruby's family reacting to it. If anyone wants to do a RWBY react of Summer, Qrow and Tai-yang to **_**Grimm Heir**_** go ahead! Just give me a heads up first.**

**Mysterious Man: ….. dude….. little much….**

**Thegreatandpowerfulozzie: Don't worry, Ozzie. Deep down, we're all terrible people.**

**Guest: Hahahahahahaha! I never actually thought of that! Good joke, man!**

**To the people who simply wanted to express their liking of the story: Thank you!**

**To the people who only mentioned their excitement for Yang/Silver reunion: Wait and see!**

**And come on, guys! Nobody called out the references? The Edgar one I get, but nobody saw the Hateful Eight reference?**

**Now, onto the story!**

* * *

**Grimm Heir**

**Chapter Twenty: Know the Enemy**

The fleet had arrived at Beacon, at last.

It had been a long flight from Atlas to Vale. Even with the state of the art engines each ship boasted, the trip had taken them little under a week, not counting the better half of a day spent deliberating with Vale's governing council to allow his ships access to the city's airspace. The hundreds of students and soldiers were eager to feel solid ground beneath their feet again after being cooped up in the ships for so long.

The massive warships began the process of depositing their passengers onto Beacon's skydocks as soon as the green light was given. The students exited via the airships' landing ramps, while the majority of the vessels' soldiers left from the hangar bays in VTOL gunships and Bullhead assault transports.

These men and women had been assigned with ensuring the perimeter around the Academy was safe and secure before locating and claiming ideal lookout positions to fortify and establish outposts.

This was in no way meant to undermine or insult the Beacon staff's ability to defend their school and students, they were all seasoned Huntsmen and Huntresses after all; this was done to… lighten the load, so to speak.

Beacon Academy was easily able to house and feed the hundreds of additional students visiting from the other three Kingdoms, no question about it. Its massive campus had entire dormitories set aside for the sole purpose of housing the foreign students, but that did not mean they possessed a large enough staff to handle this influx of trainees while also making sure nothing dangerous got too close to the school grounds.

Again not meant to imply anything negative towards the Beacon staff or the students of the other academies, only that with Atlas military assistance the hosting Academy faculty may focus their attention on the students instead of their borders.

And with the Vytal Festival just around the corner, the Vale council certainly wouldn't mind a little extra help with preparations for the event considering the recent… activates that have left a majority of Kingdom's police occupied.

Of course, that is _if_ they actually accept the offer. The Vale council was made up of civilian politicians who cared about keeping their positions in government almost as much as they cared about the people they were sworn to protect and represent. The presence of a foreign army could mean any number of things to those bureaucrats, be they beneficial or damaging.

For now the Vale council was willing to allow the army within their Kingdom's borders, so long as the soldiers stayed clear of the main city unless given permission by Kingdom officials.

However the Vale council, and its bureaucratic agenda, where the last thing on General James Ironwood's mind. No, what was on his mind was the current state of Vale and how his old friend and fellow headmaster, Ozpin, was dealing with it.

For months the general had been receiving reports from undercover operatives in Vale informing him on the increase in crime, White Fang activity, even the thousands of Outlier refugees camping outside the walls, (Ironwood would need to have another chat with the council in regards to them later), and they left him rather… concerned.

There was next to nothing being done to deal with either the crime rates or the confirmed White Fang presence, and the Outlier refugees were being forcefully denied any entry into the city. In fact, it was the reports regarding these refugees that the General found the most worrying; one report in particular especially.

Because if what the report said was accurate, and the Outliers had indeed been driven from their homes in order to survive, then these "Red Wolves" could pose as much a threat to Vale as the Grimm do. They might even be worse than the Grimm.

The operative who submitted the report had been working under the guise of a journalist from Vacuo. In the report was an interview with a village elder who had lost several of his people to Red Wolf raids and sought help rescuing them. A bounty was issued for bringing the prisoners back and delivering the ones responsible to justice. The elder explained that a Huntsman arrived a few days after the bounty was posted, vowing to save the kidnapped villagers and make the Red Wolves think twice before attacking innocent people again before vanishing into the wilderness.

A week later, the Red Wolves returned and razed the village to the ground.

As the survivors sorted through what was left of their homes, they stumbled upon something. The corpse of the Huntsman they had hired, which had been so terribly mutilated it barely resembled a human body. Only his face had been left alone, contorted into, as the elder put it, an expression of the purest terror and pain that it still gives him nightmares.

The next day, the remaining villagers left for Vale.

Though this was the most alarming part of the report, there was a quick mention of how this was only one of many disturbing interviews conducted with the Outlier refugees, most of which the operative described as "too graphic" or "more or less the same" to write about.

If that wasn't unsettling enough, the operative then mentioned the lack of justification behind Vale's refusal to allow the Outliers sanctuary into the city. Since Vale closed its gates to the fleeing Outliers fourteen months ago there had not been a single explanation to why. There were several theories suggested by both the operative and the refugees, but they were all just speculation.

The report as a whole was distressing, not just because it showed how strong and ruthless the White Fang's militia had grown, but it finally cleared up the message Qrow had sent him months ago… while also making it all the more mysterious.

_Wolves with bloodied fangs and snapping jaws rejoin the white fanged pack._

Until reading the operative's report, James simply thought Qrow had been referring to a small group of White Fang deserters who attacked someone or someplace they were not supposed but were allowed to return unharmed despite it. It was a partially correct assumption at the least, the Red Wolves had been a splinter faction of the White Fang, but they were an extremely large faction that may have even been able to compete with the White Fang if they hadn't returned to them.

But why had the Red Wolves left in the first place, and why rejoin the White Fang now? When did they split, how did they grow so large in such a short time and with the reputation they held? Why were they abducting people? What did Qrow mean by 'snapping jaws'?

James frowned. So many questions and no answers. He needed to speak to Ozpin about this. If the White Fang had psychotic soldiers that even Outliers were afraid of and were capable of taking down Huntsmen warriors then they needed to strike first and strike hard.

Especially if those 'pawns' the 'Queen' acquired were who James feared they were.

The elevator chimed as it reached the top level of Beacon Tower, alerting the general that he had reached the top floor of the tower and snapping him out of his somber thoughts. He pushed these dark thoughts from his mind, not wanting them to blacken mood and ruin what should be a happy reunion between old friends.

James walked out of the elevator and into a small and sparsely decorated lobby room. A few chairs, a painting and a small coffee table were all that occupied the space, save for the metal door parallel to the elevator. At the door's right was a keypad that when pressed alerted the occupants on the other side of the door that they had company.

There were elevators that opened directly into Ozpin's office, but they were for Beacon professors or emergency situations only and required special clearance to use, something James did not have at the moment.

Right now, James felt it was somewhat appropriate that before he saw his good friend he be invited in first. He had surprised everyone already with his fleet so the least he could do is be polite towards Ozpin.

The general approaches the door and presses the alert button on the keypad, providing Ozpin with the knowledge that he had a visitor.

"Come in," the familiar voice of Oz called out through the intercom. The metal door slid open, and General Ironwood walked into the office of Professor Ozpin with a smile on his face.

"Ozpin," the general greets in a cordial voice as he strides into the office, doing his best to appear as relaxed as he could.

Ozpin stood in front of his desk as James drew closer, dressed in his standard black and green ensemble, looking every inch the part of a wise mentor. When he was only a few steps away, Ozpin straightened up and shot his chin into the air, imitating a soldier at attention.

"Hello, General." He greets James using his title rather than name as a show of respect, but James was called sir by enough people already as it is and did not wish for a man such as Ozpin to be among.

"Please, we're both headmasters, no need for formalities." Ozpin relaxes his stance and closes the small gap between them to grip James' hand in a strong handshake. "It's been too long," James remarks as the two release their hands. Then he spots his other good friend approaching and smiles brightly to her. "And Glynda! It has certainly been too long since we last met."

"Oh, James!" She says half-heartedly, her voice carrying a sarcastic mocking tone that she reserved solely for situations such as this. The blonde Huntress leans towards her superior and says, "I'll be outside," before promptly making her way to the very door James had entered through.

James' eyes follow her as she passes him by but return to Ozpin before Glynda enters the lobby room. "Well, she hasn't changed a bit," James remarks, knowing full well that she could hear him and was no doubt rolling her eyes at the comment or glaring at him for it, maybe both.

Ozpin smiles at the general's quip, and asks James a question that was unavoidable as he turns to his desk. "So, what in the world has brought you all the way down from Atlas?" Ozpin asks, picking up the stilt-legged kettle that sat on its top and pouring its rich brown contents into one of the two mugs that sat on the desk. "Headmasters don't typically travel with their students for the Vytal Festival." The Beacon Headmaster walks back over to his Atlas counterpart and hands him the mug which James accepts.

The mug clinked softly as its ceramic handle was grasped in the general's metal hand, but it was barely noticeable, and seeing his guest was now with a beverage Ozpin returned to his seat behind his desk.

As he did, James reached for his personal flask and poured a generous amount of Atlesian brandy into the drink. "Well, you know how much I love Vale this time of year," James reminds him. When enough brandy was added, the general returned the flask to his coat's inside pocket and said, "Besides, with you hosting, I thought that this might be a good opportunity for us to catch up."

Ozpin looks up at him from his seat with a smile as he pours himself a mug of coffee, minus the brandy. "I can certainly appreciate quality time between friends, however, the small fleet outside my window has me somewhat concerned."

James frowned at the way Ozpin phrased his statement. "Well, concern is what brought them here." James spoke carefully and calmly, hoping his answer and tone would get across the seriousness of the fleet's purpose.

But it does not, and Ozpin continued to speak as if there was some other reason for their presence. "I understand that travel between kingdoms has become increasingly difficult."

James needed to stop this façade now if they were going to get anywhere. "Oz," he says seriously, all humor gone from his voice. "You and I both know why I brought those men."

That seemed to get to him. Ozpin lost his friendly smile to the statement but did not answer immediately, instead he took a long sip from his mug before setting it down on the table with a sigh. "We are in a time of peace." He reminds James, though James knew far better than to believe that. "Shows of power like this are just going to give off the wrong impression."

"You think I brought my fleet here to show off?" James sets his own mug on the table, his gaze hard. "To show everyone how superior Atlas is to them?"

Ozpin raised an eyebrow, maybe he was surprised, but otherwise did nothing.

"This isn't about shows of power, Oz. This is about ensuring the safety of every man, woman, and child in this kingdom."

"The Vale council already has appointed a head of security for the Vytal Festival..." Ozpin begins but is interrupted by James.

"And what about the Outlier refugees?" He asked, eyes narrowed at the Beacon Headmaster. "What about the people the council refuses to let in the kingdom? Who will protect them when our enemies finally strike? If what Qrow said is true then-"

"If what Qrow said is true, then we will handle it tactfully." Ozpin tells him, holding up his index finger as to emphasis his words.

"How in the world can you hope to handle something like this tactfully, Ozpin?" James rebuked. "Just wait until they show their hand? By then it could be too late to stop them! We need to be ready for when they attack."

"And we will be, but we need to be cautious." Ozpin says, his own features hardened as he and the general stared one another down. "Our enemies have always been one step ahead of us, James. We've only managed to find out more about them recently because of what happened to Autumn, but we must remain careful."

The Beacon Headmaster leans back into his chair, hands interlocking beneath his chin. "I appreciate the concern you hold for the people, James, I truly do. But when our enemies see your fleet they won't be frightened, they'll simply become all the more difficult to actually locate."

A silence fell over the two Headmasters after that, neither of them willing to continue their discussion as thoughts raced through each's head.

James did not want to admit the logic in Ozpin's words. Not just out of pride, but because he knew this was the right course of action. Things remain in the dark for only so long, and if his soldiers made them stay in it a little longer than good, it would discourage them from trying anything that could draw attention to themselves.

But if they do leave the dark, and something told the general that they would soon, they would have not only Huntsmen and Huntresses to contend with but an army of disciplined soldiers armed with some of the most advanced weaponry on the planet.

Could it be seen as risky? Of course. But fortune favors the bold, and James Ironwood did not attain the rank of general by shying away from opportunities. Besides, what could the White Fang do against a fleet of Atlesian battleships?

"Still, despite the army, I am glad you're here, James." Ozpin says, breaking the silence and jarring the general from his thoughts. "There is something I need to show you."

James raised an eyebrow at the statement, watching the gray-haired man's fingers dance across the holographic keyboard on his desk. The general removed his hands from the desk when the digital model of a Grimm materialized just above the desk's top.

It was a kokushi, a species of Grimm discovered only a few months during Beacon Academy's initiation test. From what James heard, these creatures wiped out a fourth of all the initiates in under an hour of the test starting, and looking at this image James could understand how.

The eyeless beast's maw was wide open in a frozen shriek, providing a good look at the intricate glowing patterns that lined the inside of its massive mouth. The jaws were massive and jagged, easily capable of tearing through flesh, maybe even body armor too. Its hide was bare of any bone or red marks making it a difficult target to spot when in dark areas or at night. Its small size and short legs gave it a good center of gravity, though how it stood up without something to counterbalance its large head was a mystery.

James had never seen one in person himself, though there were rumors of packs of kokushi roaming the Mantle wilderness, their shrill cries riding the wind and chilling men to the bone.

The thought of facing a swarm of these Grimm was a rather unnerving one, even for a battled hardened warrior like himself.

"As I'm certain you're aware, the recently discovered kokushi Grimm species was first sighted in the Emerald Forest during Beacon's initiation." Ozpin said, tearing the general's eyes from the hologram. "Along with the fact they were responsible for the loss of over two dozen recruits."

Carefully, James nodded his head yes.

"What you may not be aware of is what stopped that number from reaching three dozen." Ozpin pressed another button and the Grimm was replaced with the image of a pair of Huntsmen recruits being overrun by a swarm of kokushi. Another button was pressed and the image revealed itself to be a paused segment of a camera recording from Beacon's initiation.

The audio of the recording was dominated by shrill shrieks and barks of gunfire. The two children fought valiantly, but it was clear that they would not make it. Then, one of the recruits loses his footing and stumbles to the ground and the Grimm rush towards him. His partner tries to help him up, but in doing so takes his eyes off the Grimm in front of him. A kokushi leaps up and snaps its jaws down onto the standing boy's arm. James could see the sharp jagged beak dig into the arm, and knew that if that boy didn't have an aura he would have already lost the limb.

Then it happened.

Just as the boys were about to be added to the body count a sound louder than all the screaming kokushi fills the camera's audio feeds, almost blowing them out. James couldn't make out what it was either, it was so chaotic and loud, it was like hundreds of artillery shells going off at once.

Then the truly unbelievable happens…

The kokushi run away. They abandon the two recruits they were moments away from killing and run off to god knows where, leaving both the two boys in the recording and James himself baffled.

"When that happened, every single Grimm in the Emerald Forest stopped whatever they were doing and ran north with a single goal." The holographic display changed again, showing a group of eight initiates gathered around a ruined temple with hands covering their ears, "kill these children."

The recording then went on to play the group's flight from the ruins, running further into the ruins with the horde of Grimm closing in behind them. The general noticed how the lead initiate, the boy in the duster and stetson hat, stopped when they reached an old bridge to let the others on first before dropping a dynamite stick and running across himself.

Quick thinking on the boy's part, now the Grimm couldn't reach them. Or so he thought.

Out of the tide of blackness, the camera zoomed in on a nevermore lifting off the ground and start a strafing run on the now trapped initiates. The view switched to another camera, this one in the ruin itself, where the general saw something that stunned him for the second time today.

Every one in three feathers the nevermore threw at them had several kokushi latched to it.

Ozpin paused the recording there, freezing the image of kokushi dropping off the feathers and charging their surprised victims. James stared at the image with an open mouth, his mind trying to process what he just saw and a small part of him trying to deny it.

The Grimm were mankind's largest and most obvious threat. They were savage, relentless monsters fueled by fear and anger. But they were single-minded beasts, charging headlong into any situation if it resulted in killing someone. They did not possess the intellect to formulate strategies and tactics like man could, even the older Grimm weren't capable of anything more elaborate than basic flanking.

But this… this changed everything! This showed that Grimm were capable of more than just rushing their opponents in massive hordes, but of something never thought possible for them: teamwork. These Grimm were displaying, for the first time ever, the ability to work together in order to solve a problem. What was even more staggering, they were able to do so with _different_ species of Grimm.

James suddenly remembered the rumors of kokushi sighted around Atlas. The general did not doubt the skill of the men and women he left behind to protect the kingdom, but seeing this… he needed to alert the Atlas council of this development.

James' thoughts returned to the children frozen in this battle of the past. The quality of the recording allowed the general to see the determined expressions on their faces, the ones facing the camera anyway. Despite what must have been their last stand, they faced it with courage not common among many people. He looked over at Ozpin, "They would have made excellent Huntsmen, Oz."

For the first time since this started Ozpin's grim expression gave way to a knowing smile, "They will indeed," he remarked with pride, surprising the general.

Seeing this, Ozpin elaborated. "Glynda managed to retrieve these eight students just before they were overwhelmed. Since then, teams RWBY and JNPR have been two of our highest ranked first year teams." The smile on his face fell. "Sadly, only two of them could offer explanations to why they were targeted."

Though surprised they managed to escape the Grimm, James' attention was on Ozpin's last sentence. "And those explanations were…?"

Ozpin let out another heavy sigh, "Even more worrying than Autumn's condition."

James felt his eyes widen in shock when Ozpin said that. What happened to Amber months ago had put them all on high alert. It was their enemy's boldest move yet, and if it hadn't been for Qrow, it could have ended far worse than it did.

But if this was even more concerning than that…

"And with what was discovered after the initiation," Once more, Ozpin brought up another video file, "I can only come up with one terrifying conclusion." He opened the file.

The recording showed a shattered moon looming over the Emerald Forest, casting the tree tops in the palest of light, peaceful and serene. Then a massive nevermore shot out of the trees, breaking the tranquil image with its massive wing beats and loud screeching. Just as the Grimm was about to fly out of the camera's frame Ozpin paused the video. Four corners blinked to life around the motion blurred nevermore before zooming in on the Grimm, then did so again around the area where the nevermore's neck connected with its body.

And what James saw chilled him to the bone.

"She is no longer our only threat…" Was all Ozpin said as both he and the general stared at the red splotch riding the nevermore.

* * *

**~o0o~**

* * *

The Beacon Academy library was an impressive vault of knowledge. Massive bookshelves filled to the brim with tomes both old and new filled its silent halls. A high glass ceiling let the sun's natural light shine down into its interior, providing the students within natural lighting for any daytime study sessions.

Or it would be if a certain team of first years hadn't decided to play their board game here.

The game in question was _Remnant Conquest: 4__th__ edition_. It was a four person game where each player took control of one of the four kingdoms and try to conquer the other three. It was a game of strategy, deception, and luck.

"What!? How can one unit of soldiers destroy an army!?"

And a certain white haired heiress was discovering she wasn't very good at it.

"Vacuo desert ranger squad special ability, Weiss. When on Vacuo controlled areas, desert ranger squad may cripple or destroy invading armies if a ten or higher is rolled; damage to enemy army is increased by how high the dice roll is," Rojo said as he read aloud the unit's effects before smirking at a slack-jawed Weiss. "And I rolled an eighteen, meaning you just lost all your veteran units _and_ your army general. Bring into account the leadership penalty of losing said general and the fact they are in foreign territory; if you don't roll a five or higher on this leadership save you can kiss your army bye-bye!"

Weiss glared at him before snatching up a six-sided die and rolling it. "If you think one group of raiders will be enough to defeat the disciplined soldiers of the Atlesian military than you are-!"

"Completely right!" Yang finishes, making Weiss whip her head around to stare at the brawler in outrage and shock. Yang only smiles smugly and points to the die Weiss had just rolled.

A single black dot greeted her.

She had just lost her only remaining army on the board, leaving the kingdom of Atlas an easy target. Or at least until her other army was finished rebuilding, but that would be in… "How long does it take for an army to replenish again?" The heiress asked Yang, one of the two players who actually had experience with this game.

"Well, it should take about four turns to fully replenish, but since you're playing as Atlas and still have control of Mantle, you should have most of your soldiers back by the next turn."

Weiss's heart soared. There was still hope for her kingdom to bounce back and-

"But you won't." Yang tells her, crushing the hope in the heiress's heart. "My turn now, and I deploy the Mistral naval fleet! Without an army to retake it, Atlas is ripe for the taking!" Yang laughs triumphantly as she moves several models across the board and into Weiss's territory. "Congratulations, Weiss Schnee! You have just ben conquered!"

Weiss's mouth hung open like a fish as her mind shut down, unwilling or unable to process her defeat. Yang had helped her through the entire game until now, explaining how the game's rules and strategies. Had it all just been a ploy to have her lower her guard? The feeling of betrayal was great, it sent the young heiress to tears.

"I hate this game of emotions we play!" She exclaimed as the tears rushed down her cheeks.

"You're the one who played right into Yang's hand, Weiss." Her partner said, his voice carrying a tone of '_I told you so_' despite him never warning her prior to Yang's deceptive nature. "If you hadn't decided to 'help' her by intercepting my invasion force you might have gotten your armies back in time to be an actual threat. That, or just blow yourself up again."

Yang laughed at the mention of that embarrassing moment. "Still can't believe you did that."

Weiss wiped her tears away with her sleeve and glared at the traitorous blonde but said nothing. Yang returned it with a bright smile before turning towards the only one in their group who had not joined in on the roasting. "Your turn, Blake."

The hidden faunus looked up when her name was called, pulling her from her thoughts. "Oh, um, sorry, what am I doing?"

'_Has she been paying any attention?'_ Weiss thought. Even though the heiress herself was still trying to grasp the fundamentals of this confusing game she was at least paying attention to what was happening.

Unperturbed by the question, Yang cheerfully answered, "You're playing as Vale, trying to conquer the kingdoms of Remnant!" But the answer doesn't seem to help Blake understand what she has missed.

"Right…"

Something was up with Blake. She had been very distant lately, more so than usual. It was honestly starting to bug Weiss. She had promised she would talk to them if something was troubling her, but it seemed the faunus girl did not want to stay true to that promise.

Weiss would need to confront her about it later, back in the dorm where they had privacy, something that was very lacking in a school library.

"Hey! Can I play?" Case and point, Jaune Arc. The blonde leader of JNPR, along with the rest of his team had decided to do some "studying" just a table down from where team RWBY was. However, from the times Weiss chanced a look towards their fellow first-years it was clear that only two of them were actually studying.

"Sorry Jaune, we've already got four players and we're too far in for substitutes." Rojo replies. "Maybe next time."

"Besides, this game requires a certain level of tactical cunning that I seriously doubt you possess." Weiss added in. Jaune might be a team leader, but that didn't automatically mean he was a good one.

"Says the girl who just lost." Yang reminded her, earning a glare and huff from the heiress.

Jaune was not deterred. "Bring it on, Ice Queen!" he challenged, his voice surprisingly confident. "I'll have you know that I've been told that I am a natural born leader!"

Weiss rose an eyebrow at that. "By who? Your mother?"

"And Pyrrha!" He added quickly.

"Hello again!"

Jaune then turned to Rojo, "Rojo, let me play your hand for a turn!"

Weiss watched her leader bring his cards close to his chest at the request. "No way, Jaune." He said. "I don't trust anyone but myself when it comes to cards."

"Why not? You've trusted me with way more important stuff before. I mean, you told us all that Blake is secretly a fa-" To the relief of everyone present, Jaune's sentence is silenced by his quick thinking partner who manages to slap her hand over his mouth before he said something that Weiss was truly starting to regret telling him.

"Fun-loving person, whom we all admire and respect." Was what Pyrrha said to cover up her partner's near mistake, and the death glare Blake sent his way was certainly enough for Jaune to understand what he almost did.

He awkwardly apologizes to the group and returns with to his team's table with his partner. However, before Weiss's teammates can continue the game another distraction appears in the form of Sun Wukong and a blue-haired boy she had not seen before.

"Sup losers." He greets them, his hand raised with fingers held out to form a V.

"Yo Sun!" Rojo says back, tipping his hat at the two newcomers.

"Rojo, Yang, Blake… Ice Queen."

"Why does everyone keep calling me that!?" Seriously, it was so annoying! She wasn't a cold person… most of the time…

Her question was ignored however as Sun directed all their attention towards the stranger standing next to him. "I never got the chance to formally introduce you to my old friend."

The friend in question looked at team RWBY for a moment before turning to address Sun. "Uhh, aren't libraries for reading?" He asked, prompting Ren to throw his arms up in the air and yell thank you, which caused a sleeping Nora to bolt awake and shout pancakes.

But Sun didn't answer his friend's question, and instead dismissed it. "Shut up. Don't be a nerd."

The to-be-named friend rebutted with shaking a finger in Sun's face, "Geh, geh, geh, geh! _Intellectual_." He corrected Sun, then waved to everyone else. "I'm Neptune."

All eight students returned the greeting in their own way, but it was Weiss who decided to strike up a conversation with their newly acquainted guest. "So Neptune, where are you from?"

"Haven," he answers, casually walking up to her. "And I don't believe I caught your name, snow angel."

He spoke the words with smooth confidence, which surprised Weiss a bit. It wasn't a boastful, obnoxious pick up line that a certain blonde someone sitting right behind her used when they first met, but a question to her identity with just a hint of flattery to it.

"Um, I'm Weiss." She hid the embarrassment she held for speaking so humbly to this stranger, but for some reason she couldn't help but feel a mite timid.

Jaune mumbled something angrily behind her, but she didn't pay attention to it, instead focusing on that handsome face and courteous smile.

"Pleasure to meet you." Weiss had heard the phrase a million times growing up at balls, art galleries and other public appearances, but this time it actually sounded… genuine.

But before Weiss can continue this enjoyable conversation, the sound of chair moving drew her away from Neptune and towards her recluse of teammate as she stood to leave.

"I think I'm done playing actually." Blake says as she walks away. "I'll see you guys later."

Everyone watched as the secret faunus disappeared behind a bookshelf corner. This was becoming a serious problem. Blake was hiding something from them again, which was a violation to the promise she made at the docks last semester.

Weiss wasn't about to let such a violation stand. A team needed to communicate both in and out of the battlefield. If they didn't, how would they be able to trust one another? She was going to find out what was troubling Blake, even if it was the-

"Women."

Weiss's train of thought was completely derailed as she, and everyone else present, turned to Nora with confused looks on their faces. Not so much because of the comment itself, but because of the person who said it.

Then Weiss remembered who Nora was, and promptly shook her head for reacting the way she did.

* * *

**~o0o~**

* * *

Blake couldn't understand it.

No matter how hard she tried she could not wrap her head around. Even after weeks of pondering, the answer to her question remained out of reach.

How could they all be so calm?

Ever since the night at the docks, Blake tried to figure out who or what could drive the White Fang to work with degenerates like Roman Torchwick and why they were stealing so much Dust.

What were they planning to do with it? Use it themselves? Make weapons? Sell it on the black market? There were so many possibilities for why they were doing this but no proof to back up any of them.

All she knew was that something was coming. She didn't know when or what, but it was coming.

And no one seemed worried about it!

Even after what happened at the docks, Sun and her teammates acted like nothing was wrong. It boggled the mind. Did they think Ozpin and the police would be enough to stop the White Fang? Did they actually believe they could just wait until graduation to fight whatever it was that was coming for them?

By then it might be too late…

The sound of the door opening alerted Blake to the return of her teammates, finally back from playing that board game in the library. When all three were inside, Blake stood up to leave, certain they would be too busy arguing over whatever they were arguing about. But just as she was about to grab the doorknob she was spotted.

"Stop." Weiss's voice cuts through Yang Rojo's arguing like butter and forces Blake to turn and face her teammate. "Lately you've been quiet, antisocial and moody!"

"Uh, have you met Blake?" Yang joking askes, both her and Rojo now focused on the two girls.

"Which I get is kind of your thing, but you've been doing it more than usual! Which quite frankly is unacceptable!" Weiss places a hand against her chest, "You made a promise to _me_," She removes the hand from her chest and gestures towards Yang and Rojo with, "To _all of us_, that you would let us know if something is wrong!"

Then, Weiss does something rather unexpected. "So, Blake Belladonna," She flips into the air and lands atop a nearby chair where she points accusingly at Blake. "What is wrong!?"

Blake doesn't answer at first, a bit too surprised by the heiress's acrobatic display to respond. Weiss seems to pick up on this, and quickly dismounts the chair, (while also somehow returning it to its proper place by one of the dorm room desks,) and goes to stand by her two shocked teammates.

Her agility aside, Weiss was right. Blake _had_ promised to let them know if anything was bothering her, but she didn't think they would understand, or that they might judge her for it.

There was no way of getting out of this though. "I just, I don't understand how everyone can be so calm." She confessed.

"You still hung up about what happened at docks with Torchwick?" Rojo asked her.

"Torchwick, the White Fang, all of it!" She shouted, letting weeks of frustration heard through her voice. "Something big is happening and no one is doing anything about it!"

"Ozpin told us not to worry." Yang reminded her, trying to calm her partner down. "Between the police and the Huntsmen, I'm sure they can handle it."

"Well, I'm not!" Blake barked. "They don't know the White Fang like I do! They don't know how they operate, recruit or, or anything about them that could help stop them!"

"So tell them."

All three girls snapped their gaze towards Rojo the second those words left his mouth. But before any of them could question his idea, he held up both hands and elaborated.

"Look Blake, you're ex-White Fang, that means you know how they operate better than any Huntsmen working on this case. If you tell Ozpin what you know instead of keeping it to yourself, we could stop this whole thing before it gets out of hand."

Blake was shocked by her leader's suggestion, by how… naïve it was. "Rojo, if they found out I was a White Fang member I would be arrested for what I've done!" She almost shouted at him, angry he would even suggest something like that, but Rojo simply folded his arms over his chest and looked at her.

"Do you really believe Ozpin doesn't already know?" He asked, making Blake hesitate from responding. "Because if you do, then you're underestimating not only him, but every Huntsmen out there. I mean, for God's sake, all your using to hide your ears is a freaking bow!" Blake felt her ears twitch subconsciously at the remark, which Rojo gestures at with his right hand. "See? We didn't notice it because we weren't looking for it, but Ozpin's been a Huntsman for years! Do you honestly believe he hasn't figured out you're not what you say you are?"

Blake didn't answer, she couldn't answer. She wanted to rebuke him, tell him that she'd never become a Huntress if they found out her past, but she also knew he was right. Ozpin was Headmaster for a reason, and her disguise could only fool so many people. She didn't want to admit that though, and she didn't know why.

Rojo answered that for her though.

"You're scared, Blake." He told her, "I get that, I really do. But if you can't trust the people who run this academy, people who put their lives on the line every day to protect this kingdom and its inhabitants, then you don't belong here."

His words were harsh, but true. She was being selfish and ungrateful. Ozpin had admitted her into Beacon without even batting an eye at her lack of formal training, which she admits must have been suspicious with how well she did on the entrance exam. Her team had spent hours searching for her when she ran off last semester, welcoming her back with open arms and not even the slightest ounce of resentment for hiding what she was from them, (even Weiss).

She couldn't keep the burden of what she knew to herself anymore, not if it meant stopping the White Fang from whatever it was they were planning.

With a heavy sigh Blake responded to her leader's statement.

"Okay… Let's go tell Ozpin."

* * *

**Author's Note: SORRY, SORRY, SORRY! This took way longer than I thought it would and I am very ashamed by that. Now, some of you are probably a bit confused by a few things, so let me clear them up.**

**First off, the video of the nevermore. If all you recall, there was something akin to it hinted at during chapter 11, **_**Suspicions**_**, when Glynda is speaking with Ozpin. I was originally going to use it at the end of that chapter, but decided to use it later. Sorry, if you all think it should have come earlier or not at all, but I wanted to give a little more suspense to this chapter.**

**Second, Ironwood. I like Ironwood, and as we all know, he is well aware of something strange going on with both the Grimm and White Fang. And considering Ozpin has Qrow as his informant, I thought it would only make sense for Ironwood to have his own spies. But I wanted to take into account his military background. The spies are sort of meant to be like scouts for the General, informing him of the current state of the land before the main force arrives.**

**Third, Queen. For those of you who have the RWBY volume 3 DVD, and have listened to the director's commentary, you know the Queen is not Cinder. Gonna leave that there for you all to digest.**

**Fourth, the board game scene. Not going to lie, I suck when it comes to card games. Too much remembering what each card does, how it does, when it does, and so on. So I decided to take a bit of liberty when it came to the game. I am a big fan of Warhammer 40,000, and I dabble a bit in the game for a while, along with Dungeons and Dragons, so I decided to make the game a bit more like them: leadership rolls, 20 sided die, ect.**

**And finally, the ending. This is an alternate universe story. What happens in the show, (while awesome) may not play out exactly the same here. Also, I never really got why they tried hiding this from Ozpin. That guy would have just gone, "Okay, go do that!" I mean, he lets them go to Mountain Glenn even though they really shouldn't go there.**

**Anyway, I've ranted enough. Again, sorry if this chapter isn't as good as you hoped for, hopefully I'll be able to get the next chapter out faster.**

**As always, Please Fav, Follow, and Review! Thank You!**

**DeadRich18 Out!**


	22. Chapter 21: Blind Eye

**I don't own RWBY. I do however own the original characters.**

**Okay! Managed to get this chapter done in under two months, Yay for me! I am very proud of this chapter. A lot of thought went into it and I think it turned out great! Though I admit, the middle gets a bit meh-ish, the rest I think I did great.**

**Course, that's for you all to decide!**

**Answer Time!**

**Dark rayquaza x: Don't worry about that. Remember, the Overlord may be powerful and a skilled fighter, but it is still one being. Not to mention, it takes time and concentration to summon Grimm, so it would not be a viable option to use in battle.**

**GameboyNinjaUltimate Icarus: That is indeed the new question of the day now isn't it.**

**Dragon Blitz 85: Thank you. Trying not to overload this story with dark… who I am I kidding!? I totally am!**

**Antex-The Legendary Zoroark: I am glad you liked my interpretation of Weiss. I was honestly kind of worried with her, mainly because she seems to walk that very fine line between emotionally scared and outright bitch. And you are correct in your assumptions about the new Grimm in the trailer.**

**Gunbladez19: To answer your question: the ocean is a very big and very deep place with plenty of places for a tiny Grimm to hide… until it doesn't need to.**

**Spacecommando99: There was no cause. Remember, he did warn the initiates that death was a possibility before sending them off to their doom. And when he did give the order for the survivors to be saved, he did it only after it was clear something was VERY wrong. Also, the ones who didn't make it to the ruin he did have redo the initiation.**

**StelarToe6133: I wouldn't say that's completely weird. After all, I myself imagine the Overlord's voice to be much like Oryx's own, (when he is talking normally, I mean, like with that Hive knight in one of the cut scenes). Though sometimes I imagine other voices for the Overlord, like Amon from StarCraft 2 and others. Very hard to decide which one I like best.**

**5****th**** Dimension:**

**1\. You would think that, but considering they are made up of civilians who have become very comfortable in this glorious time of peace, they'd rather just sweep the issue under the rug than address it.**

**2\. What exactly did you not like about Rojo? Critiques are welcomed.**

**3\. But why worry about the Grimm when you're safe inside your Kingdom? Hehehehehe…**

**Rammieson: Well, her new cloak could help her a bit, but nothing says suspicious more than an all-black cloak with no way of seeing the wearer's face. And she already knows the language, which was never really an obstacle at this point.**

**Akshka: Silver. Hates. Cinder. I am not saying this to ridicule the suggestion. Silver hates Cinder for thinking she can control and order around her father like a lapdog. She would never consider Cinder as someone worthy of teaching her, plus, what would Cinder teach her?**

**Gimmepickles: It is a possibility.**

**Shadow Walker of Fire: Thank you. Shame about the Rake, but it will certainly make a good trophy.**

**Mysterious Man: I had trouble writing just this much about the board game, most of which I made up on the spot. I don't think I can do a full omake chapter about it.**

**Knightofgardevoir: I will be sure to let you know, unless you find it first. Then let me know, please.**

**Alister131: Ozpin is a very chill and understanding person. I agree with how it felt short, it's probably because a majority of this chapter took place within the span of one day while the point of views stayed within roughly the same area.**

**Trickster3696: I did get the inspiration from 40k, but not from the cultists. I got it from a Horus Heresy Word Bearer's model on Forge World. It was one of the possessed Word Bearer marines' helmets that inspired the shape of the mask. Look them up and see if you can find which one it was.**

**Dylan: What it may or may not have turned into over the years is a secret… for now…**

**Dracohalo117: We will have to wait and see for ourselves what the good general will do.**

**Xenolis: I made an art of war reference?**

**Phantomwa1ker: Let me rephrase that. It should be WITHIN ten chapters.**

**A Fan: Seems someone has a ship in mind.**

**Grubk1ng: I completely agree with you, but there has to be **_**some**_** sort of struggle. Otherwise, where's the fun?**

**Miner249er: I do, and it involves lots of violence.**

**Trewill91: So… you are saying you would let someone who is clearly resisting arrest run right past you when you could help your community by assisting the police in apprehending them? Even if we know Sun was a nice guy, he stowed away on a boat, illegally and threw a banana at an officer's face. Not to mention interfering with an investigation by having the cops chase him and disturbing the peace with his little chase. Not to mention he is a thief.**

**Sorry about that rant. Remember though, Rojo owes his life to the VPD as much as the unnamed Huntsman for saving him all those years ago. It has given him a great sense of respect and gratitude for authorities and this respect is one of the reasons he wants to ask Ozpin for permission. He trusts Ozpin and the position he is in.**

**DragonTurtle3:**

**1\. Sorry about the flip-flopping between past and present tense. I was a bit more careful in this chapter though.**

**2\. I actually have to correct you on Blake and Rojo. You see, it wasn't a lack of response that angered Rojo, it was his grandfather's refusal to let him tell any journalists his story. Rojo wanted people to know it wasn't some accident or coincidence but a planned attack by the Grimm, and specifically the Siren when he learned about survivors of Grimm attacks who heard Silver's screaming. However, grandfather knew that Rojo's view would be ridiculed as a child's wild imagination or trauma induced hallucinations, (as the doctors who treated him did) not to mention the amount of invasive questions that an eight year old kid would not be able to completely understand.**

**His grandfather was the only family Rojo had left, so while he may have been resentful towards him for forbidding him from talking to reports, he still loved him. And of course, once the Siren Murders that Flinch conducted started up, Rojo understood how dangerous what he was trying to do was. He saw the risks, Blake doesn't. All she sees is the outcome if nothing is done.**

**3\. Thank you for your words about how I've written Rojo so far. Honestly, I was going to have team RWBY be more of a background group for a majority of the story due to Rojo simply being a stand in then, but I have flushed out a great deal of his character and I am proud of how he turned out.**

**4\. You'll have to wait to see how that turns out. Also, while Rojo may be aware that Yang has lost her mother, (seeing as his grandfather told him about when Summer visited with her), he does not know she wasn't her birth mother. I am leaving information like that for later use.**

**Guest: Nope! He has no clue!**

**Donnchadh Bracken: I can only say this: wait and see!**

**Abrams 1559: The Breach will certainly be an eventful event!**

**Shipper101: The major problem with a lot of AU stories where a character is raised a different way is that the author completely changes the character's personality. To some, this might seem completely acceptable, but to me, it just means the author cannot properly write for the character or just wants the character to be how they want them to be. I'm rambling. Thank you for the compliment.**

**Gaara king of the sand: I feel like we had this discussion already… don't know why…**

**Foreteller of Three: We'll have to wait and find out if it is.**

**Minesniper: Well, this chapter might not have as much trouble as you were expecting, but it should be interesting none the less.**

**NicksterralsBetterThanYou: That is a lot of signals… math is very interesting. Shame it's also very frustrating.**

**ClockRose: He did.**

**A simple reader: Sadly, no.**

**To the people who simply wanted to express their liking of the story: Thank you!**

**Now, before we get started, I need to ask you guys for help. Now, you know how in the show they used shipping names for Team RWBY's attacks? Well I want to try something like that with this team RWBY, but to do that, I need ship names for Rojo and the girls. Please, submit your ship name ideas in your reviews or PM them to me.**

**On to the story!**

* * *

**Grimm Heir**

**Chapter Twenty-one: Blind Eye**

The view from Beacon Tower was a staggering thing. From its peak, it was as if the whole world were laid out to see. The bustling metropolis of Vale city, the green ocean that was the Emerald Forest, the old eastern mountain range where only ghosts and Grimm now dwelled, and even the red peaks of Forever Falls if one looked hard enough. All were tremendous sights, and all could be seen from atop this one structure.

And as he had for many years, the Headmaster of Beacon gazed out from his office at the top of this marvel of architecture with a calm and contemplative expression. Behind him stood two of his students, Blake Belladonna and Rojo Toro, who had come to speak with him just as he was about to retire for the night, and were the reason behind his ponderous expression.

After all, they had presented him with a very peculiar proposition.

"You are very lucky Glynda is not here right now, Miss Belladonna," Ozpin said without turning to face them, "She would have dragged you to the police if she heard what you've told me."

"Well then, it's a good thing you're not Goodwitch, huh Professor?" Rojo asked rhetorically, his voice trying to sound humorous but was laced with an underlying tone of apprehension.

Still, it did bring a smile to the headmaster's face, a tired smile, but a smile nonetheless. "Indeed it is." Ozpin finally turned away from his window and walked back over to his desk setting himself down in the comfortable chair that went with it. "But that just brings us back to the matter at hand." He gained a serious expression that evaporated any humor in the air around the three of them. "You want me to allow your team to investigate the recently confirmed White Fang activity in Vale out of some suspicion that they're up to something more than petty theft brought about by you," he focused his gaze on Blake, "being a former member of the White Fang. Did I leave anything out?"

Both students squirmed beneath the headmaster's gaze, Blake especially, which was understandable. She was freely admitting to being a member of the most hated and feared terrorist organization of the modern age. She was risking everything she had by revealing this to him, not just her enrollment in Beacon.

"Sir," The leader of team RWBY said, "As an ex member, Blake knows more about the White Fang than anyone else here…" Rojo continued speaking, but Ozpin was not listening, he was completely focused on Blake.

She had not spoken a word since this little meeting began, leaving all the explaining to her leader. Ozpin knew she was not the most outgoing of individuals, but this silence seemed more out of fear than her usual disinterest. It showed the headmaster that she recognized the consequences of her past life but was not willing to face them.

"Listen, I know this is-" Rojo's words were cut short when Ozpin rose his hand to silence him.

"Blake," he spoke carefully and calmly, not wanting to frighten the girl even more than she already was. "Do you regret what you did when you were a member of the White Fang?"

She remained silent for a moment, then answered. "Every day, Professor." Her voice was strong, a sharp contrast to the uneasy tone the headmaster had expected. "I've done terrible things in the White Fang. I wanted equality but all I did was help widen the gap between humans and faunus. I left them and came here because I wanted to use my skills to help people instead of hurting them, but I can't do that from behind prison bars."

By now, Blake's whole demeanor had changed. She stood tall and firm, her squirming had stopped, and she looked Ozpin right in the eye with determination belonging to a future Huntress.

"Please, Professor. The White Fang are up to something big, I don't know what, but if they're willing to work with a human like Roman Torchwick it cannot be good." She paused for a moment then added. "I can get you information about their activities if you let us investigate them."

Ozpin raised an eyebrow. "How so?"

"The White Fang hold regular faction meetings to hand out orders and recruit new members." She explained, "If they haven't altered the schedule, the next meeting should be next Wednesday. I could infiltrate the meeting and find out what their up to."

"What about the rest of your team?" Ozpin asked.

"I beg your pardon?"

"You asked me to let your team investigate the White Fang, but have only told me what _you_ could do if I decided to allow this." The headmaster rested his elbows on the desk, his hands interlocking in front of his mouth. "So I ask again, where does the rest of your team fit into your little operation?"

Blake's fortitude faltered at the question, giving the Headmaster his answer. It seemed that in her zeal she had forgotten to take into account the roles her teammates would play in this mission.

"We, uh, haven't gotten that far yet." Rojo spoke up.

"Is that so?"

"Yeah, see we kinda _just_ decided on doing this about twenty minutes ago," Ozpin smirked behind his hands. "So we don't actually have a full plan yet. Buutt…"

"We have till next Wednesday to work one out!" Blake added in quickly, finishing her leader's sentence after it was clear he couldn't think up an ending himself.

Rojo snapped his fingers triumphantly and pointed at Blake when she said that. "Exactly! We have till next Wednesday! That's ten whole days for us to figure out a plan. I know we're only first-years, but I swear we can handle this!"

Ozpin did not reply to the boy's words, at least not immediately. The headmaster was too preoccupied with weighing the pros and cons of permitting this little excursion of theirs to speak.

On one hand, it was an opportunity to learn more about their enemy. With Qrow away in the field, Ozpin was without anyone to monitor what they were up to inside the Kingdom. Neither he, Glynda, nor the rest of the Beacon faculty possessed Qrow's… knack for covert intelligence gathering, leaving them at a serious disadvantage.

Blake Belladonna on the other hand knew how the White Fang work. Like she told him, she had been a member nearly her whole life until recently. Safe houses, meeting locations, recruitment methods, she knew things that many powerful people would pay a hefty price to know.

On the other hand, it was incredibly dangerous. Their whole operation could end with them winding up in a hospital, or even a morgue, if anything went wrong. There was also the low chances of them finding out anything. The White Fang knew how to operate unseen, and even if Blake was a former member, the likelihood that she'd find what they wanted was extremely slim.

But the most serious risk were the repercussions this would cause with the Vale Council should they link it back to Ozpin.

For years, the Council had been looking for reasons to remove Ozpin from his position at Beacon Academy for one bureaucratic reason or another. He tried to keep Beacon separate from the Council as much as he could, but as the governing body of its housing Kingdom they had the authority to influence the academy's management should it begin to negatively affect the Kingdom.

If team RWBY's investigation failed and it was discovered that they were students of Beacon, the Council would not hesitate to use it against Ozpin.

He could not afford to be tied to this investigation, not when the enemy was so close.

But he could not give up potential information either.

"Rojo, Blake…" Ozpin stands up from his chair and walks back towards the window of his office. "The summer break is over. Tomorrow, classes will start back up and Beacon Academy will resume its role as a place of learning." He looks out towards the city of Vale, hands clasped behind his back. "I cannot, in good conscious, permit my students leave to skip important lectures and lessons so they can go on some wild goose chase."

"But-"

"You and teammates _will_ attend all your classes next Wednesday, Mister Toro. Failure to do so will result in not only a two week long suspension and extra homework, but your chance to enter the Vytal Festival Tournament as well."

"WHAT!?" "Professor, you can't be serious!?"

"I am being completely serious, Miss Belladonna." He turned around to look them in eye before continuing. "I cannot have my students _skipping_ their classes to go play detective. You'll have plenty of free time _after_ classes to visit Vale."

Ozpin let a small smirk creep over his lips as he watched the two students soak in what he said. First, they had the expected expression of outrage from his _official _refusal to allow their investigation, then they simmered into looks of confusion as the two digested the headmaster's careful(ish) wording, and finally, they adopted the oh so original wide-eyed look of understanding, complete with slacked jaws.

"Am I understood?" Ozpin says, keeping his voice stern and serious to keep up the illusion of the hard headmaster, while also snapping them out of their little stupor.

The two students look at each other for a moment, then turn back to the headmaster. "Completely, Professor." Blake said with a nod of her head.

"It is quite a shame though," Rojo added, nonchalantly sticking his thumbs into his pockets while gazing up at the ceiling. "We _really_ wanted to help you find out what the White Fang were up to," his gaze left the ceiling and returned to Ozpin, "But something tells me you'll find something _on your own_ pretty soon." The boy winked.

"Indeed. Now, off to your dorm room, you two." The headmaster told them, "It is getting late."

The two children complied with their headmaster and left for their dormitory, though not before wishing him a good night. Now by himself, Ozpin took a moment to relax and ponder the decision he had just made.

Technically, he did deny their request, (so that might save him a tongue lashing from Glynda if she finds out), and students were allowed to do as the pleased once classes finished for the day. If a team decided they wanted to spend the afternoon in Vale as a break from training that was their choice to make.

And if a team happened upon something that could be a threat to the safety of Vale… well, it is a Huntsman's duty to protect the innocent, it would be hypocritical to punish them for doing the very thing they were being trained to do.

Ozpin just hoped they weren't too… obvious in their investigation. The last thing he wanted to deal with was an irate Council.

* * *

**~o0o~**

* * *

"Well that went well." Rojo said once they reached the bottom floor.

"I can't believe that actually worked," was all Blake said in response.

"You've gotta have a little more faith in people, Blake." Her leader said as they stepped out of the elevator. "We're all on the same side here."

"Yeah…"

The two were silent for a while, content with keeping their thoughts to themselves as they walked back to their dormitory. The fact it was almost past curfew may have also been a factor in their silence too. They heard the rumors of how Professor Goodwitch would roam the campus at night, on the lookout for any students out too late and send them to their rooms with a week's worth of detention.

And rumor or not that was something they could not deal with right now.

Thankfully, Blake's faunus nature meant she could see in the night, and while the campus was not completely dark there were still plenty of shadows for disciplinarians to hide in.

Luckily, they made it to their dorm without any run-ins with the infamous sparing instructor.

"So, what's the plan?" Blake asked now that the fear of being caught by Goodwitch was gone.

"Right now? It's get some shut-eye." Rojo said with a loud yawn as they made their way up the stairs.

"What!? But Rojo-" Blake's protests were halted when Rojo raised his hand.

"First: we're in a hallway, Blake." He pointed out, "Not the best place for talking about secret plans. Second: this is going to be a team effort. We need to let Weiss and Yang know we got the go-ahead so we can figure out what they're parts will be. And third: I am too tired to come up with anything right now. We have ten days, let's use them."

Blake wanted to object, but just as she was about to open her mouth to say something a trio of muffled voices reached her ears. The voices grew louder as the pair climbed the stairs, but it was difficult to figure what was being said with each voice trying to out-yell the others.

Blake didn't need to know what they were saying to know who it was though. The remains of team (C)RDL argued like this almost regularly since Cardin's death and it had only worsened with the constant reminders of the Vytal Festival Tournament they couldn't partake in.

Blake almost pitied the former bullies. They had fallen apart without Cardin's "leadership" and from what she heard they were just barely keeping themselves from being let go. Rather sad considering they hadn't bullied anyone since the incident in question.

Still, at least they learned what happens to bullies…

Rojo and Blake opened the door to their floor and were immediately greeted with a much louder, and less muffled, yelling match. The two passed the broken team's dorm room and made their way to the other side of the building where their room was as quickly as they could.

Perhaps too quickly…

Just as they rounded a corner, Rojo nearly bumped into another student. Both immediately stopped in their tracks, preventing a full on collision.

"Oh! Sorry! Didn't see you there." Rojo apologized, tipping his hat to the female student in front of him. "You alright?"

"It's fine." The dark skinned, green haired girl said as two more students, a boy and a girl, stepped out from behind her. "Just watch where you're going next time."

It wasn't said harshly, but Blake narrowed her eyes nonetheless. Then she noticed their uniforms. "You know this is a Beacon student dorm, right?" she asked, drawing their attention. "Visiting students have their own dormitories."

"No wonder we couldn't find our room!" the boy said, smacking his forehead with his palm. "Sorry, we've been looking everywhere for our room, but this place is like a maze!"

The other girl, a raven haired vixen, gave an amused hum. "We ended up in the library about three times over."

Rojo chuckled at that. "Yeah, it takes some time to get use to this place. Guest dorms are just to the east of here," they were already walking past him towards the door. "Keep an eye out for a blonde professor with a riding crop, she'll give you an ear full for being out late if she catches you."

The raven-haired girl gave him an appreciative nod as she walked past him. "Thanks, maybe we'll see you around?" and then sauntered off to catch up with her two teammates.

Blake watched them leave with a wary eye. Something was off about those three…

But before she could think on it further, a sudden hand on her shoulder jarred the girl out of her thoughts. She looked over at Rojo. "See, if we had been talking about our plan just now that could have ended a lot differently." He smiled and resumed walking to their room.

Blake was still for a moment, then quickly followed after her leader.

* * *

**~o0o~**

* * *

Mountain Glenn…

The Kingdom of Vale's first attempt at expansion as well as its last. Infamous the world over, it was the ruined remains of a half complete city where thousands of people were slaughtered. Now it was home to the very creatures that razed it. Grimm of all kinds prowled its empty streets, searching and stalking its decrepit structures for humans to kill and devour.

They were drawn to this place. Like moths to a flame, they sensed a great deal of aggression and anticipation emanating from its location. Instinct drove them to find the source of this negativity, but no matter how much they combed the ruined city the Grimm could not find it.

And as the Grimm hunted and searched, their elusive prey toiled below them in secret.

Mountain Glenn was the site of two cities, one above and one below. The city below was where the inhabitants of the above city went when the Grimm overran them. For a time, they thought themselves safe, but the Grimm found them again and finished underground what they started on the surface.

Many did not know of the city below the Glenn, even during the time of its construction. It was located within one of the large caverns that had been excavated for the city's monorail system leading into Vale… before the monorail tunnel was sealed up and all contact with the settlers was lost.

And so, the city below became a mirror image of the city above. With only one striking difference.

It was inhabited… But not by those who built it.

Before the alliance, the Red Wolves had already been scouting out the city below as a possible hideout. Great minds think alike, as the saying went, because Cinder had wanted the White Fang to occupy the hidden city also as part of her master plan. Both sides begrudgingly worked together to fortify their new staging area several months after the alliance had been brokered.

And while a majority of the original force had been made up of Red Wolves, the steady supply of fresh White Fang recruits coming in from Vale quickly corrected that.

In fact, the new recruits were a part of the reason Adam Taurus found himself in this old tomb of a city. The White Fang veteran wanted to see how well the recruits were adapting to their environment, along with express his thanks for their contribution to their cause. But he also wanted to make sure they weren't… interacting with the Red Wolves more than was absolutely necessary.

He did not trust these traitorous maniacs, even more so when he learned how many White Fang members had converted to their side since this damned alliance started.

He warned the recruits to be wary of the Red Wolves, telling them to never turn their backs to one and not hesitate to shoot anyone they catch trying to defect to the Wolves.

But ensuring the loyalties of the new blood was not his primary purpose here. That damned human Torchwick was still in Vale, using Adam's brothers and sisters in arms to move the last of the stolen Dust here, giving Adam time to inspect the base before he arrived to take over.

Reluctantly, he had to admit the Wolves knew how to run a tight ship. They created efficient patrol schedules and had guards stationed at every surface entrance. They had traps set up along the most direct paths to the train-tracks with sniper and machine gun teams placed in the structures that flanked these death paths. Barricades were erected all over the city, transforming it into a giant maze filled with the Red Wolves' "tamed" Grimm.

Even a Huntsman might fall prey to this deathtrap of city, especially when one takes into account the Wolves' two most powerful weapons…

The Siren and Direwolf Grimm.

These two monsters were why Adam had come to Mountain Glenn. Cinder had contacted him several days ago with the news of their arrival and asked him to find if they were truly as viscous and cunning as the rumors said they were for her. And while Adam was loathe to do the bidding of that woman, he was curious about the Grimm himself.

So here he was, trekking through this gathering of loyalists and traitors in search of two monsters no one had ever seen till now. But even with them under their command, the two Grimm were an elusive pair. Only a handful of Adam's men had seen the Direwolf, and even fewer had seen the Siren.

Which was why he was going to the one who brought them here in the first place.

Since arriving here with those two Grimm, the human Flinch had taken command of the entire base. White Fangs members who had been present for her arrival told Adam she had decided to stay and ensure the Direwolf and Siren did not eat anyone while also overseeing local operations until Torchwick or another higher up came to relieve her.

Those same members also told Adam she was currently in the storage area taking inventory.

The storage area was located close to the old train station platform. A collection of massive crates and shipping containers, it held all the Dust that had been taken from Vale over the past months.

And this where Adam saw her.

She was walking through the maze of crates and containers with a slow and purposeful pace. In her hand was an opened Scroll she would quickly glance down at every now and again as she inspected each case of Dust very carefully. Close behind her was a Red Wolf, clad in white and red armor and wielding an intimidating black mace.

It was the Wolf who first noticed the approaching White Fang veteran, as the woman seemed more keen on checking boxes than greeting an ally.

"Flinch." Adam greeted with obvious disdain in his voice.

"Adam Taurus, so nice of you to visit us." Flinch responded, not even looking up at him as she moved on to another crate of Dust. "What brings you here?"

"You know very well what it is I am here for, human." He said with the barest tinge of civility. "Where are the two Grimm you brought us?"

"Which two Grimm?" She asked mockingly, still refusing to look up from her work. "We have delivered to you so many Grimm since our alliance was forged. You will need to be a bit more specific."

Adam grit his teeth. This woman was toying with him. She despised him as much as he did her, but she did not fear him or his reputation. A grave mistake, for he was in no mood for games.

In a flash of red, Adam had Wilt at Flinch's throat. Her armored Red Wolf snarls and readies his mace, but does not strike. It seemed the traitor knew Adam could kill both Flinch and himself before he could even raise that mace over his head and wisely did nothing more than glower at him.

"I did not come here to be ridiculed by the likes of you, human." He tells her. "You know what Grimm I seek. Now tell me where they are!"

She did not speak, not immediately. A silent standoff between the two was underway, with the only noise coming from the growling Red Wolf beside them. Adam wanted so desperately to end her here and now. He had already been working alongside humans he couldn't stand before the Red Wolves entered the fold, the thought of working with another made his blood boil.

He wanted to… But-

"Such a passionate temper, Mister Taurus." Flinch said finally, her voice unexpectedly… excited. "I would have thought one such as you would know the consequences of expressing such fury."

Adam suddenly felt two blades pressing against his own throat and Blush being ripped from his hand. Surprise stunned Adam for only a moment, but it was all the time Flinch needed to remove herself from his reach. Adam glared at the woman from behind his mask, just before something grabbed his foot and he lost his balance.

Adam felt the blades leave his throat right as he started to fall. He would have used this mistake to strike back at his attacker, but whatever grabbed him had sent him falling in a spiraling motion, disorienting him before he even reached the ground. His grip on Wilt loosened, and Adam once again felt his weapon being torn from his hand.

He hit the ground with a muffled thud, landing on his side. The impact of the fall hurt briefly, but his aura protected him from any serious harm. It was here Adam noticed the feeling of something wrapping around his body. He craned his neck down and was greeted with what looked like a black snake's tail rapidly coiling around his body.

It was already up to his waist when he saw it. Surprise froze him for a millisecond, just enough time for it to reach his arms and pin them to his sides with tremendous strength. He struggled against the coils to no avail, the creature was not letting him go.

Finally, it stopped its spiraling advance just below his shoulders. For a second nothing happened, then Adam felt himself being turned until he could see the stalagmite riddled ceiling of the cavern.

That's when he saw it.

Moving in from his periphery, Adam saw a Grimm unlike anything he had ever seen before looming over him. It was unnervingly humanlike, with a body shaped to resemble a womanly figure attached to a serpent's tail. It even had a pair of arms eerily similar to Adam's own. This is where the similarities ended, however.

For where a human would have only two arms, this thing had four. Protruding out from its back was an extra pair of arms, but these arms did not possess hands and fingers, these ones possessed blades. A foot-and-a-half longer than his Wilt, the two white blades were curved like scythes, and looked sharp enough to cut a man to shreds like he were made of paper.

Its 'normal' arms did not possess these blades, but the hands it had could still bring harm. Four clawed fingers, each nail gleaming beneath the few lights illuminating the cave. Though not as foreboding as its back blades, they looked easily capable of ripping flesh from bone.

It was the creature's head, however, that drew the most attention from its captive. Vaguely human-shaped, and topped with tendril, dreadlock-like extremities that could easily be mistaken for actual hair, the head was most definitely the most eye-catching feature of the Grimm. The face in particular.

But it was not the Grimm's face itself that caught Adam's attention, nor was it the creature's terrifying maw of needle teeth and hooked mandibles. It was not the two red streaks running down its face, nor the way its bony plate seemed to move and stretch like the muscles of an actual face.

No… it was the eyes that captivated Adam…

He had never seen such eyes. They were like burning coals, bright and intense. They could lead one to think a simple glare from a pair of eyes like these would be enough to spark a fire. They were intelligent too.

Adam had slain many Grimm in his life as a revolutionary, young and old alike, even mighty alphas had been felled by the crimson haired swordsman, and none of them shared the same cunning in their eyes as the Grimm's before him did.

Yet… there was more to these eyes than cunning. As he stared into the fiery orbs, Adam swore he saw something in them, something he was all too familiar with…

Judgement.

This Grimm was judging him. It seemed completely insane, but what else could such terrible eyes hold in them besides judgement for its prey? His whole life, Adam had seen eyes that hold judgement in them, along with ridicule and disgust. He knew when he was being judged. Only this was a different sort of judging…

But before he could ponder further on the subject, a familiar feminine voice interrupted his thoughts. "You know, Mister Taurus, when we agreed to be a part of this little assault of yours we were expecting little resistance," He heard Flinch say. "A few hundred police officers, some courageous civilians, even a couple Huntsmen…" Adam suddenly felt himself being lifted up off the ground by the serpentine Grimm constricting him until he was (in a sense) standing again.

When he was back up, he saw Flinch looking at him with a smile on her face but hatred in her eyes. In her hands were Wilt and Blush, having somehow been transferred over to her during his capture. Beside her was that armored Red Wolf, his posture at ease and his face unreadable behind that mask. He then felt hands grip both his shoulders and looked up to see the unknown Grimm still staring at him with those thought-filled eyes.

"So I hope you can understand how we might feel after learning about the _Atlesian war fleet_ that just arrived in Vale a few days ago." The sharpness of her voice drew Adam away from the Grimm holding him and back to Flinch.

The fleet had been an unexpected surprise for the White Fang, even Adam had not thought the Atlesians so bold as to bring an army with them to the Festival. He and others had expressed their apprehension towards continuing with the plan, but the mysterious woman only told them to proceed as normal.

Evidently, that meant not alerting the Red Wolves to the development until everyone else was aware.

Now they wanted to show Cinder not to cross them again.

"If you kill me-"

"Save your bravado for someone who cares Adam, you're in no position to make threats and we have no intentions of killing you." She cut him off harshly, her veil of curtesy completely abandoned. "We have been working tirelessly to ensure this assault succeeds while your 'brothers and sisters' scorn us behind our backs. We have done nothing but do as was asked of us, yet we are not informed when a development like this occurs?"

Adam felt the coils tighten around him. "Such an undeserved betrayal of trust might cause some… issues between our two forces." She smiles viciously at him, "that is unless, proper compensation is provided."

He grit his teeth, at her words and from the pressure being exerted onto his body.

"What do you want?" They were already receiving a significant amount of supplies from Cinder, what else could they need? Breakfast in bed?

"The Atlesian battleships. We want one. Intact and flyable." She told him. "Any weapons and vehicles onboard as well. Allow us this, and we can forget this ever happened and continue our _righteous _work together."

Adam could only stare at the woman when he heard this. They wanted an Atlesian battleship? How mad were these freaks? Those things were essentially flying fortresses with amount of armor and firepower they carry, not to mention the hundreds of soldiers onboard. Getting close to one without being shot down was as likely as Adam putting a human's life before a faunus'! And even if they did manage to board one of them the casualties suffered would be… would be…

They would be catastrophic…

"Just one battleship?" Adam asked her with a frown on his face. "Is two too much for the infamous Red Wolves?"

Her eye twitched at the jab. "We could easily capture a dozen battleships thanks to our soldiers' zeal and strength!" Flinch then took a deep breath and calmly ended with, "We just do not wish to appear greedy."

"The White Fang has no need for battleships." Adam told her. "You can have them all, provided you can capture them."

Genuine surprise filled Flinch's face at his words. Seemed she actually bought the lie.

A battleship was just what the White Fang needed to become a truly powerful force. They could transport hundreds of soldiers to anyplace in the world in just one trip with one of them. But the only kingdom that made them anymore was Atlas, and they were not that supportive of the White Fang's activities of late.

Not to mention the ships were massive and required a crew that knew how to operate them. It would take the White Fang months to figure out how to properly work one, more than enough time for Atlas to find them and retrieve their stolen property.

But the Red Wolves would not be stealing a ship moored at dock, they would be attempting to board one in flight. He had no idea how they'd try to even reach the ship, but if the Red Wolves wanted to through themselves at death then Adam was all too happy to oblige. Especially if the ones attempting the _boarding_ were some the Red Wolves' best fighters.

Less traitors to deal with once this was all over…

"Well then," Flinch said once she regained her composure. "The Red Wolves thank you, Adam Taurus, for your tremendous generosity and understanding of cooperation."

"You're welcome." He almost sneered. "Now tell your beast to release me."

"Very well. Let him go." Flinch ordered the creature.

But nothing happened.

"I said: let him go." She said again.

Still, nothing happened.

"What are you doing Flinch?" Adam growled, his patience wearing thin. What sort of game was this human playing? "Call your monster off!"

"I'm trying! She isn't-"

"Overseer." The Wolf interrupted calmly. He was addressing Flinch, but staring right at Adam. "She wants him."

Wants him? What hell did he mean by that!? And who was "she"!? This Grimm? Grimm didn't _want_ people, they killed them. Did this freak mean the Grimm holding Adam wanted to eat him or something?

"B-b-but it's too soon!" Flinch retorted, her voice completely different from what it was before. "I thought the plan was to wait until after-" She glanced at Adam for moment, "until after we accomplished our goal."

"Alterations have been made." The Wolf said, calmly walking up to Adam who vainly struggled in the Grimm grip while glaring at the man. "This one has piqued the Mistress's interest. By her will, we enthrall him now."

With lightning speed, the Red Wolf had ripped Adam's mask from his face. Enraged, Adam opened his mouth to scream out and alert his brothers and sisters of this betrayal.

Only for it to be muffled by the mass of writhing black tendrils shoved into his face.

* * *

**~o0o~**

* * *

**Hours Later…**

_VRRRRR! VRRRRR!_

This was the first sound Cinder heard when she and her 'teammates' returned from another day of playing student.

She reached for her Scroll and felt a brief rush of excitement shoot through her as she read the text.

_Bull: I went to see the two beasts you were interested in today._

"Who's it from?" Mercury asked, trying to lean over her to see what had Cinder's attention. Until Emerald quickly pulled him away from her to give their leader some space.

"It's not for you, so don't ask!" Emerald snapped at him, igniting another bout of banter between the two, but to Cinder their words were just white noise.

She walked over to her bed for a seat, typing out a response as she moved.

_Fire&amp;Ash: And? Is there any truth to the rumors about them?_

She sent the reply and waited with batted breath for the response. When it came seconds later, she smiled.

_Bull: They are very impressive. I managed to take photos of both, see for yourself._

What came later were photographs of two of the most mysterious and infamous Grimm to ever stalk the wilds of Remnant. They were magnificent looking. Regal and terrible all at once, they were unlike any Grimm she had ever seen before… They were just so different from the rest.

Her admiration was interrupted though, when another message took the place of the pictures on her screen.

_Bull: Delete those pictures once you are finished. We cannot risk others discovering them._

Cinder frowned, but understood the necessity of it. Ozpin may be an arrogant man, but he was still powerful and this was his territory she was in. Even if a Scroll's contents couldn't be externally uncovered, the risk of someone stealing it and stumbling upon these images was too great.

After a few more seconds, Cinder deleted the images from her Scroll…

_Fire&amp;Ash: Thank you for your assistance. I have looked them over and promptly deleted them. I am very pleased with how they appear._

And so would her mentor once she saw the copies Cinder sent her…

* * *

**Author's Note: Right now, I am imagining all of you going "OH SHIT!"… It is hilarious. Shit's going down!**

**Now, normally I'd take the time to explain something that might seem confusing about the chapter, but currently I can't think of anything. So all I'll say is I hoped you enjoyed it and can't wait for the next one!**

**Oh! Wait! Just remember two things to clear up. Those tendrils Adam saw were the Thrall Mask tendrils. I just didn't add in the description of a white mask because we wouldn't see anything white when its tendrils latched onto his face.**

**Also, in my interpretation of RWBY, Adam was not made aware of the true purpose of the breach until it was almost time for it to happen. So right now, Adam still thinks its the actual assault. It would explain why he was there when it happened in the show. At least to me. Don't worry though, he still knows plenty of things that will certainly interest the Overlord.**

**As always, Please Fav, Follow, and Review! Thank You!**

**DeadRich18 Out!**


	23. Chapter 22: Backlash

**I don't own RWBY. I do however own the original characters.**

**DONE! YES! I actually got this chapter done when I wanted to! Just so you guys know, I'm heading back to school tomorrow and I might not be able to work on the story for a while as I get used to my new school schedule, I hope you understand.**

**I have been getting many requests for me to do a reading of Grimm Heir, but due to school and my own ADHD I don't believe I could balance writing the reading and this story. So, if any of you think you're up to the task, send me a private message and we'll see from there.**

**Also, as I have received many complaints about the length of my review responses, I am now only responding to reviews that are questions about the story or observation I feel need responses to. I will also not respond to a review that asks a question another has already asked. Sorry if this disappoints some of you, but I feel like this needs to happen. I still appreciate all the reviews you all write for my story.**

**Also, I may go back and edit a few of my chapters later in the future. There are some things I need to correct or change. I don't know when I will do this, but I feel like it will be soon.**

**Answer Time!**

**Aurain Orimura: I understand what you are talking about. Honestly, I am not too big a fan of the super powered thing, I feel like it detracts from needing any skill. Rojo was also nowhere near as thought out as Silver or the Overlord was when I started writing Grimm Heir, his personality developed as I wrote the story. He still has an aura and a semblance, but it's a passive one that will be revealed later on and doesn't really aid in combat that much. Rojo relies more more on skill and his equipment than his aura and semblance, like Qrow kind of, (the guy didn't use his semblance at all in combat and still was a badass). Hope that clears some things up.**

**LordGhostStriker: No, she didn't take him as a mate, just another powerful Thrall to utilize.**

**The Joining: First off, I'm pretty sure you just wrote two of the longest and well thought out reviews I've seen, thank you for that. Also, I also wanted to do the reading in a less conventional manner. Your dream sequence idea is a very good one. The Overlord's reasons for wanting humanity dead go far beyond environmental reasons, though they are significant enough for the Overlord to include them in why it wants them dead.**

**I actually was completely unaware of this headcanon. Very interesting idea, could be worked into what I have planned, especially if in Volume 4 we learn more about Adam.**

**Grubk1ng: He'll probably be a little bit of both.**

**5 Coloured Walker: It wasn't a typo, they were talking with Ozpin on a Sunday, so when they said next Wednesday, they meant the Wednesday the week after.**

**Trickster3696: I am unsure about them being relatives of RWBY, but I might include them in later chapters if I can manage. With minor tweaks of their descriptions, with your permission of course.**

**Guest: There is no Ruby, only Zuul…**

**Again, I am sorry for not responding to all of you like I have in the past, but as many of you have pointed out, it takes up a huge amount of the actual upload. (Random fact, this chapter was written while listening to Jekyll and Hyde, the gothic musical thriller. Great piece of work, go listen to it.)**

**Onto the story!**

* * *

**Grimm Heir**

**Chapter Twenty-Two: Backlash**

**The Next Day…**

Silver had felt pride in herself for what she had accomplished. And why wouldn't she?

She had successfully captured and enthralled an incredibly powerful warrior renowned and feared for his brutality and skill in battle. Since she first laid eyes upon him, first felt his intense fury and hate, Silver wanted to turn him into a Thrall. It only made sense to, he was a perfect Thrall candidate: strong, cunning, ruthless, and practically bursting with negative emotion.

But he was also wary. He did not trust or agree with this alliance. This caution served him well, and kept him out of the heir's reach. That is, until yesterday when he came seeking Pup and the Siren.

Silver could not resist, it had been too good of an opportunity to pass up. Flinch provided the perfect distraction for Silver's plan, keeping the warrior occupied just long enough for Silver to wrap her puppet's coils around him. Silver gave Flinch a moment to gloat and threaten the warrior, it made his anger flow all the smoother.

Flinch had no love for this alliance, she despised it as much as Silver and the warrior did. So when Silver provided her with the chance to humiliate an 'ally' leader, she took it with no questions asked, like the good slave she was.

Only, Flinch was unaware of her mistress's true intentions and could only watch in confusion as her enthralled attendant obeyed Silver's mental commands and masked the warrior.

He was now hers to command…

Adam Taurus was now hers… and so were all his secrets...

Silver was ecstatic over the whole development, happily imagining all the many secrets hidden away in her newest Thrall's mind, important secrets. Weapon caches, safe house locations in the four major nests, names of powerful comrades, names of powerful enemies, attack plans, and so much more.

Sadly, Silver did not possess the time nor the place to safely sift through all this information. She needed to be in her own body to perform such a task, and her current directive was to control the Siren. These secrets were far too valuable to be left untouched however, and the heir soon found herself at an impasse.

She quickly found the solution though, and the moment after she masked the Beastling Silver sent out a raven to inform her father of this tremendous development.

His response was remarkably swift, for the very next day Silver felt him call out to her, asking that she and the newly masked Thrall come to the surface and go to specific location at the edge of the ruined nest's western border.

Having no desire to disobey her father, Silver released her hold on the Siren and ordered it and Pup to avoid any Beastlings until she returned before rushing for the nearest exit to the surface, her Thrall in tow.

Naturally, Silver was excited. She had not expected her father to respond in the manner that he did. That she could hear his voice meant he was very close by, meaning he was going to respond to her in person, meaning he was going to give her praise for such a grand achievement! Meaning-

"I am very disappointed in you."

…She was going to be scolded.

Silver reached her destination at dusk, a cluster of ruined housing structures she had dubbed the Gray Flower, due to the way in which the buildings laid and the flower-like shape it provided when viewed from the air.

At the Gray Flower's center was a small clearing free of debris and hidden from sight by the structures surrounding it.

A perfect meeting spot.

But when Silver and her Thrall reached the center, she was surprised to see not her father, but Flinch and the Tracker Thrall looking just as surprised to see her as she was to see them. Before any words could be exchanged between the groups, the Tracker Thrall strode towards Silver and spoke with her father's voice.

And he did _not_ sound happy.

"What did I tell you to do during your stay in the ruins, Silver?" He asked sharply. "Was it make the Beastlings even more wary of us? Was it capture their leader and turn him into a Thrall? Was it jeopardize everything we might to gain from this insufferable alliance!?"

Silver cowered under her father's words, as unaccustomed to his rage as she was confused by it. Why was he so angry with her? Did he not want the Beastling Adam for a Thrall? Why?

'_Daddy, I-'_ She tried to reach out, but was shocked when she felt him cut her off from his mind, blocking any mental messages she might send.

"You will give me your answer with words, not thoughts." He told her. "What did I tell you to do here?"

Silver felt herself shaking in her cloak. Daddy was mad, really, really, REALLY mad! He had never shut her out like this before, not even when she did stupid things like when she tried to fight that Hunter nine years ago. She must have done something bad to earn this sort of treatment, but what? What did she do wrong? Had she not been careful enough when she came to meet him here? Did he think she wasn't doing a convincing enough job with the Siren? Had Pup eaten another Beastling again? What was it!?

She was so busy trying understand the reason behind his anger that Silver forgot about his question and simply stood there with a panicked look on her face. She didn't snap out of it until the possessed Thrall spoke again.

"I told you to stay in the shadows, control the puppet, and don't do anything suspicious." He said slowly. "But it would seem you have disobeyed me in that last regard, as this Beastling's enthrallment shows."

Silver blinked. She didn't understand. He was angry with her for enthralling Adam Taurus? Why? He would make an excellent tool!

"B-b-but I don't understand!" She managed to squeak out. "T-this Thrall is very strong and knows many things! It will be a great asset!"

"And would any of those things pertain to what Cinder's final move is?" He asked, making the heir hesitate for a moment. "Would any of those things explain why a Dustling army has come to the nest we plan to assault?"

"I-I-I don't know-"

"You don't know?" He interrupted harshly. "Just like you "don't know" the consequences of this stunt of yours?"

Consequences? What did he mean-

"This Beastling is a leader, Silver, a very well-known and respected leader who's sudden disappearance has already aroused alarm amongst its followers." His words shock the heir. Was what he saying true?

Silver looked over to Flinch who had been watching the whole ordeal from the side, a nervous and frightened expression plastered onto her face. The slave notices her mistress's questioning gaze and immediately bows her head apologetically.

"Forgive me, Mistress!" Flinch says before raising her head. "I tried to tell you, I truly did, but I have been so busy making sure the White Fang did not link the man's disappearance back to us. I was barely able to make it to this meeting when Master summoned me."

She knew? She knew, and she didn't tell her!?

Silver's confusion turned to rage and a snarl curled her lips. She was just about to raise her claws when the Thrall's mace was placed in her path. She looked up, and saw again the same frustrated eyes that sapped her courage and made her tremble.

"Do not apologize for what is not your fault, Flinch." Her father said as he turned from Silver's now shocked face to stare at Flinch. "You argued against masking this Beastling, the Thrall's memories tell me as much. Though I do find it concerning how the slave knew better than the master."

"WHAT DID I DO WRONG!?" Silver's shout surprised everyone present, even herself, but the young heir's mind could not handle any more stress and anxiety. She needed a straight answer, and she need it now. "Father, I enthralled this Beastling in your name, so that its strength could serve us! I thought you had come to congratulate me, but all you have done is belittle and confuse me with your words! I do not understand what I have done to upset you. Please, simply tell me what I have done to anger you so and I will take strides to not repeat it."

Quiet settled over the group after Silver's little outburst. The only sound to be heard was Silver's heavy breathing. She did not often speak so many words at once like that, and it left her gasping for air. Yet as she gulped down oxygen, Silver managed to hold her gaze as she and her father stared at one another. For what felt like the longest time, neither blinked or tore their eyes away from the other.

Then, finally, her father gave a tired sigh, removed the mace from its daughter's path, and rested it against the Thrall's shoulder.

"You were impulsive, Silver." He said, his voice still angry but much softer than before. "I appreciate your desire to strengthen our ranks with strong fighters, but this Beastling is not just a strong warrior. It is a leader. A herald for their 'revolution' against their purer kin, and a very popular one at that. Had this been any other Beastling or the situation different, I _would_ be congratulating you, but in your single-mindedness you forgot one important aspect about this Beastling. It loathes any it views as traitors to its cause."

The Thrall reached out to grip the heir's shoulder, a familiar gesture that felt so strange when perform by a different body. "Do you understand my anger now, little Rose?" He asked. "Do you see why I am so cross?"

Silver did not respond, not immediately. Her mind was just now realizing the depths of her folly.

The one named Adam Taurus hated the Thralls. She remembered when he first came to the ruin, as she followed him from the shadows, how he told all he met to never trust the Thralls and to kill any seen trying to join them. She recalled the first meeting they held months ago, how his fury boiled over at the mere sight of the Thralls marching towards him, his hand never leaving his sword.

How could she have been so blind?

Adam Taurus was the perfect candidate to be enthralled, but his hatred for the Thralls would immediately raise questions if any saw him wearing the mask. It may even be enough to reignited conflict between their two factions, something that could not happen until the nest was breached.

They were already searching for it. Not even a full day past and they were already looking for the one she had enthralled. She could feel it. With her mind free from the distraction she herself created, Silver could feel their worry and fear wafting up out of the ground.

What was she going to do?

Silver fell to her knees in despair, slipping out from her father's grip with tears already forming in the corners of her eyes. She brought her hood up over her head and buried her face in her claws, not wanting her father to see her weep and too ashamed to care about the regret that flowed from her and into her father.

"I am so sorry…" Silver choked out after a minute, unused to talking in such a distressed state. "I am so sorry, Daddy. I have acted like a fool."

And this went on for a while, the young heir weeping out apology after apology as her father watched silently. Then, as the stream of tears finally started to wane, Silver felt something grip her hands and move them away from her face. Silver reluctantly lifted her tear stained face to see her father's eyes staring into her own.

His fiery eyes stared deep into her, intelligent and strong. But the anger she had seen in them was for some reason absent, replaced with pity and something… else…

"I am pleased you understand the gravity of your actions, little Rose," He spoke in a soft whisper completely void of rage. "But this is no time for wallowing in regret." With that he lifted Silver up back to her feet. "We must figure out a way to draw suspicion away from us before the situation worsens. And you still need to keep that puppet under control."

"Um… i-i-if it p-pleases you, my master." The two looked over to see Flinch timidly approaching them. "I-I may have a so-solution."

Silver, a part of her still angry with Flinch for not informing her of the deteriorating situation earlier, glared at the Dustling slave from under her black hood, (even though such a gesture was made worthless by the hood's shadowy properties).

"Speak then." Her father commanded.

Flinch bowed her head in thanks before speaking. "A-as I mentioned earlier, I have been busy with keeping the White Fang from suspecting our involvement in Adam Taurus's disappearance. He was only here for a quick inspection of the base and to see Pup and the Siren. So when the White Fang started coming to me asking where he was I told them he has left on another assignment." She paused for a moment then added, "Unfortunately, many do not take my words as truth and demand proof of his departure."

She reached for her pocket and pulled out a Scroll. "We could have it record a voice message on my Scroll, which I could then play over the PA system the White Fang has set up, explaining that a situation has arisen that requires its personal attention. It may not convince all of them, but hearing its voice should fool enough of them into calming down."

Silver blinked. It was a simple solution, but also an effective one. Why hadn't she thought of it!?

"Do it then." Her father ordered quickly. "And prepare your things. You are leaving."

"Master?"

"Your presence is no longer required here." He said, "Once the message is delivered, you and this Thrall will return to the Gulch via a Bullhead transport located at the ruins' southern border. I will have more for you once you've arrived."

Flinch bowed her head in understanding. "Of course, my master. By your will, may I begin recording now?"

Her father nodded and the slave smiled. Flinch then motioned for the Thrall once known as Adam Taurus to follow her away from Silver and the possessed Thrall. Assuming this meant the meeting was over Silver made to leave, but was stopped when a hand gripped her shoulder and turned her around.

"Do not think we are done here, Silver." He told her sternly. "You are still in a lot of trouble."

Silver shrunk into her cloak as much as she could trying to make herself look small as possible. She should have seen this coming. Daddy was very kind and gentle but was also extremely strict when he needed to be.

"After you've completed your role here and the Dustling nest is reduced to ashes, you will be confined to your nook for three weeks and think about what you've done."

Silver blinked. That… didn't seem too bad.

"And when I say you will think, I mean you will _only_ think." He added. "No training, no lessons, no Scroll, and no Pup. Just you and your thoughts for three whole weeks."

And there was the bad part.

"WHAT!?" Silver shrieked out, (perhaps a bit too loudly).

Her outburst didn't please him. "Do you want me to make it a full month?" He asked with hands on his hips. "Because I will."

He wasn't bluffing.

Silver franticly shook her head and waved her claws in hopes it would negate the effect of her earlier protest. "Nonono! Three weeks is fine!"

He raised an eye at her. "Are you sure? You'll be awfully tired after the nest falls. I'm not sure three weeks will be enough for you to regain your strength."

Silver was very thankful this hood hid her face. "No! Three weeks will be all I'll need!" She somehow managed to say without squeaking. "I-I-I-I mean, too much rest might make me, uh, lazy. And a lazy heir wouldn't be a very good heir, right? Hehe…" A nervous laugh escaped her lips as she finished making her panicked counter argument.

Her father just looked down at her with an unreadable gaze. Perhaps he was considering a mitigated punishment? Worse maybe? She couldn't tell!

'_Three weeks.'_ The suddenness of his voice echoing in her head made Silver jump in surprise. _'No more, no less.'_

Silver looked up at her father with relief and gratitude before repeating, _'No more, no less.'_ She felt great joy when her thoughts were allowed entry into her father's mind. He might still be mad with her, but at least this showed he was less made than earlier.

He nodded the possessed Thrall's head. _'Good. Now go, you have more important matters to attend to.'_

The coldness of his dismissal banished a good amount of the joy Silver had felt. He was still plenty angry with her. Silver gave a farewell bow and quickly made her way out of the Gray Flower. But rather than head straight back underground the way she came, the young heir decided to take a more scenic route. She didn't want to go back just yet, too much had happened. She needed something to take her mind off all this… a distraction. The ruins could provide her just that. She had not explored much of them since coming here and this former nest was quite large.

Silver would not wander long, she was needed to control the Siren after all. But she had instructed it to stay hidden until she returned, no matter how long that may be. Besides, Pup was there. He would ensure the Siren did nothing foolish in her absence. Silver could afford a bit of stroll.

Especially with night all but here. The growing shadows of the crumbled structures covered the streets which Silver walked, but she did not stay in them long enough for her form to be concealed before she stepped out of them.

But once the last of the sun's light vanished from the sky and the comforting darkness of a moonless night took its place, the young heir's form vanished in a puff of black smoke that quickly collapsed into the ground and faded away.

She was now one with the shadows, invisible to all but those who truly understood darkness. Only the Grimm knew she was there, walking down the street. They could feel her presence, sense her power, but none she passed made the attempt to look up at her. They knew to not make any who might be watching suspicious to the empty space they would stare at that was in actuality not empty at all.

Silver did not dwell on how they knew to do this, if she noticed it at all herself. She was too preoccupied with the whirlwind of emotions that swirled within her. A hurricane of shame, disappointment, anger, and sadness that ached to escape but couldn't.

She stalked through the ruined nest, searching for something more interesting than toppled buildings in the hope it might take her mind off the... unpleasantness.

_I am very disappointed in you…_

That single phrase… It rung in her mind like a bell.

Her father had always been forgiving towards her. No matter what mistake she made, her daddy always forgave her. No matter the consequences it might have, he would wrap her in his arms and tell her it would be alright. He would dry her tears and smile fondly at her. He would say she was his pride and joy.

_I am very disappointed in you…_

Only this time there had been no forgiveness. He had not wrapped her in his arms and tell her it would be alright. He had not dried her tears, nor smile at her fondly. He had not said she was his pride and joy…

_I am very disappointed in you…_

He had glared at her with angry eyes. He had growled at her in a tone unfamiliar to her. He had shut her out of his mind. He had chastised her. He had humiliated her. He had punished her…

_**Disappointed…**_

He had been- he was- _disappointed_ in her…

A shuddering intake of breath was made, despite how hard Silver tried to keep herself from letting her emotions get the better of her. She could feel the tears trailing down her cheeks, feel the lump caught in her throat, feel her heart twist and ache…

_Plip… Plip…_

"What was that?"

Silver went still.

"What was what, man?"

Silver turned her head towards the voices and saw a pair of Beastlings standing _right next to her_! Silver had been so caught up in her sulking that she had become oblivious to her surroundings and wandered right into the path of a Beastling patrol. And just her luck, it was one of the few patrols not accompanied by a Thrall.

"I heard something." The one closest to her said as it looked in her direction. "Sounded like raindrops."

Raindrops…? Her tears! It had heard her cry! This pathetic creature had heard the great Grimm heir's tears fall upon the stone ground and mistook them for measly drops of rain!? The nerve! The audacity! The ignorance!

The other scoffed. "You're hearing things, man," it said as its gaze turned skyward. "Not a cloud in the sky tonight."

Silver blinked at this. Had she been of clearer mind, she might have felt relieved by the dismissal, but she was not clear mind right now. She was not relieved. Silver Rose was furious.

"Yeah, maybe you're right." It continued to stare at the space where Silver stood for a moment longer before turning to address its partner. "Come on, let's-HERK!?"

Its words were interrupted by Silver as she thrust her claws through its back and out its chest. It looked down at what impaled it, mouth gasping for air as it tried to grab her claws with shaky hands.

"What the fuck!?" Its partner shouted in horror and shock. It stepped back in terror as the young heir lifted the dying Beastling into the air and with far more force than was necessary, ripped it in two. Blood went everywhere and both Silver and the Beastling found themselves covered in it. The Beastling gagged and heaved as it desperately tried to wipe bits of its friend off its body before suddenly stopping. Silver knew why.

Her attack had broken the illusion of the cloak. As soon as her claws had left its confines the cloak's spell was undone and Silver was visible again, but only for a moment. Just as she brought her claws back within her cloak, shadows swathed over the heir and she was gone.

Her vanishing act seemed to snap the terrified Beastling out of its stupor. It brought up its Dust-shooter and began spraying bullets everywhere. Fear rolled off it as it screamed a desperate battle-cry.

A cry that was silenced when Silver removed its head with a single swipe, though this did not halt its weapon's roaring. The Beastling had been pressing on the trigger of its Dust-shooter with such force that even as death claimed it, the body refused to release the trigger. As the corpse fell to the ground, the Dust-shooter kept firing, making the arm holding it flail about like a wriggling worm, until at last its magazine was spent.

Silver glared down at the two corpses with bared teeth. This was all their fault! These filthy creatures were to blame for all of this. If Father had not agreed to align with these Beastlings in the first place and just killed them then Silver's enthrallment of Adam Taurus would have been regarded with praise rather than chastisement.

Damn them! Fractured Moon, damn them all! May their corpses be torn apart, and their skin flayed off, and their bones be ground into powder! May their whole race be damned to torture and torment! For what they have done to the Grimm, for what they have done to her!

DAMN THEM ALL!

With this final curse, a furious scream was let loose and echoed throughout the entire ruined nest. Her scream was loud and long. It scared birds to death, shattered what few windows there were, and filled every unmasked Beastling that heard it with the most primal fear: the fear of an angry predator.

Yet as the shriek finally died away, so too did the anger that powered it. And once it was all finished, Silver fell to her knees and wept in earnest. Her rage replaced with despair, the heir knelt there in the blood of her victims and sobbed.

She needed to move. She needed to leave, now. Other patrols would come to investigate her outburst soon. She needed to leave before they arrived, she needed to… but she couldn't.

She didn't want to stand, she didn't want to move. All Silver wished to do was cry and cry until she could cry no more. Until she could _never_ cry again.

Perhaps then, with all her tears spent, she could become the daughter Daddy was proud of again.

And so Silver continued to weep, consumed by her shame and self-loathing. Even as her tears finally started to dry, all she could focus on was how disappointed Daddy looked at her. So focused, she did not notice when a pack of Grimm approached her, she did not hear the tearing flesh as they devoured the remains, she did not feel the large arms of a hound wrap around her and carry her away…

And as her mind finally began to succumb to terrible exhaustion that such outbursts always bring, she certainly did not see the small raven perched atop a lamppost; looking on with terrible regret…

* * *

**~o0o~**

* * *

The Overlord was furious with itself…

It had not meant to appear so aggressive. The Overlord had only wanted to scold Silver for her impulsiveness. It had been a problem for so many years now, no matter how much it tried to correct it. It had thought that perhaps it was its constant need to reassure her after each chastisement. It thought that maybe by acting stricter than usual Silver might resolve herself to use more restraint in the future.

But this… It had not… It did not expect such a terrible reaction as the one it just witnessed!

The Overlord had not meant to depress its daughter to such a horrible extent. It had not meant nor wanted to! By the Fractured Moon, it never wanted to make Silver so… vulnerable as it had this day!

And what made it worse, the Overlord could not muster the strength to go down and comfort its distraught child. Even if it was just through this raven, it wanted to fly down there and console Silver. To apologize for its coldness and explain the intention of its actions.

It wanted to… but could not.

It was strange and maddening. Something inside it prevented the Overlord from performing its duty as a father. And what was stranger, it was not out of a belief that she might eventually bounce back from this as she always seemed to, nor that such an action would degrade the point behind its actions.

It was… unexplainable… infuriatingly unexplainable… but the Overlord could not bring itself to fly down there and help her. Was it due to shock? Pity, perhaps? Was it the lingering disappointment of the unauthorized enthrallment that stayed the Overlord's hand? Was it all of these things? None of them!?

What was this feeling? What was preventing it from comforting its little Rose? What. Was. It!?

… … …

… … …

Had its host been capable, the Overlord would have willed it to release a sigh. This was not about itself, this was about its daughter.

At least, this bizarre feeling did not prevent the Overlord from helping her _indirectly_.

It called out to a nearby pack of hounds, ordering them to help their young mistress. They came running, eager and willing. Most went to deal with the Beastling remains, but one was given more delicate instructions.

The selected hound wrapped its arms gently around Silver's kneeling form and brought her close to its chest. The hound held her carefully, like the Overlord had when she was little sprite. The Overlord then ordered it to the nearest underground entrance _not_ used by their allies, (plenty of them existed, and many were kept secret from the Beastlings). The rest of its pack quickly caught up with it, forming themselves around the hound carrying Silver protectively.

'_Keep her secret.'_ It told them. _'Keep her safe.'_

The Overlord flew over them as they carried off its daughter, keepings its eyes open for any of their 'allies'. The pack nearly ran into several patrols, but managed to dodge them thanks to the Thralls leading them. When they finally reached the hidden entrance, the Overlord gave the raven's equivalent of a relieved sigh.

It perched itself atop ruined structure and watched the hounds file into the small opening that forced them to walk single-file until they reached the cavern below. The Overlord would like nothing more than to follow them down, but the tunnel was too confined for its host to travel down, (not to mention the strangeness of a raven underground would raise many questions).

It would take its leave soon, but first it needed to do one more thing.

Reaching out, the Overlord touched the mind of Silver's most dependable servant.

'_Pup,'_ it called out. _'Silver needs you. Guard her and comfort her. She has suffered much.'_

The hybrid did not respond, but the Overlord knew it understood. Pup would do all it was capable of to raise her spirits. Hopefully, it would be enough…

The Overlord released the raven from its hold and returned to its body.

'_Forgive me, little Rose.'_ It thought to itself as it stood up and looked up at the cliff where the ruined nest sat and its daughter resided. _'Forgive me for my callousness. I never wished to bring you harm.'_

It turned to look at the empty night sky, and though the moon was vacant this night, the Overlord reached out for the first time in thousands of years and prayed…

'_Watch over my beloved daughter, Mother. Grant her peace and comfort in your gentle glow.'_

… …

… …

The silence of night was the Overlord's answer.

* * *

**~o0o~**

* * *

_She was in a forest… a forest of ashes…_

_The trees had been reduced to pillars of charcoal, burnt black and bare of branches and leaves. The bushes had been charred clean and were but tangled bunches of black twigs. Ashes fell from the sky like snow, blanketing the world below in gray flakes. Not a sound could be heard, not a single sound of life could be heard in this dead forest. Not even Grimm._

_So Silver walked. Perhaps if she did she might find something. But the more the heir walked, the more she saw the same. She walked for hours, but all she saw were black pillars jutting out from the gray earth._

_She began to wonder, had the whole forest been burned? Had a great firestorm been the cause? Had a lightning bolt struck a dry tree and spark a wildfire? What had caused all this?_

_And as Silver pondered the possible causes she began to register that she was cold._

_That didn't make sense. How could she be cold? She was wearing her cloak, and the falling ashes still held the heat from the fire that birthed them. Yet she was still cold, why?_

_Silver wrapped her arms around herself to help dispel the chill, but it was a meager comfort, she still felt cold. In fact, she felt colder with each step she took._

_She was shivering now. Her fanged teeth chattered against each other at great speed. Yet despite the intensive chill, Silver marched on. She needed to find something, anything that might dispel this biting cold. She needed to find something._

_And she did…_

_As she crossed an ash covered hill, Silver found something other than dead trees and branches._

_For at the foot of the hill was a structure. A Dustling dwelling, unburnt and undamaged amidst this ashen wasteland. Light flickered in its windows, inviting her to come inside and enjoy the warmth within its walls._

_Silver wanted to accept the invitation. She saw no danger in doing so, it was a small building after all. Just big enough for a single family of Dustlings. Easy prey for Silver, even in this weaken state. She would kill them and take their dwelling for her own, at least until the cold was gone._

_Silver slid down the hill to the building, preferring speed to stealth right now, and made her way to its front. The door was unlocked. Slowly, Silver opened it. She looked into the dwelling, eyes searching for the Dustlings that no doubt lived here, but she saw nothing, nor did she smell or hear anything._

_It was empty…_

_Warily, Silver placed her foot inside the building. Immediately, she felt warmth encase her foot, driving the chill away and willing feeling back into her toes. She reached her claw inside and experienced the same sensation._

_The rest of her quickly followed her two limbs inside, caution abandoned in favor of warmth. As the heir relished in the warmth, her eyes examined the interior of her sanctuary with slothful slowness._

_It was well lit and colorful, a stark contrast to the dreary gray world outside. It was filled with all those silly things Dustlings filled their homes with. 'Furniture' she remembered Flinch calling them. There was also an open hallway at the end of the room, leading deeper into the building._

_Silver started walking towards it. Perhaps there was more warmth there…_

_There was. Each step she took filled her with more warmth than the last. It was so nice._

_She knew not what drove her to it, but as she walked down the hallway, Silver looked to her sides and saw portraits lining both sides of the hall. They each consisted of a Dustling family, the absent owners most likely, two adult males, one adult female and two female sprites grouped together and facing straight ahead, but their faces were blurred and undiscernible._

_Silver felt curious as she looked at the portraits she passed. Where were these Dustlings? They must be nearby. Perhaps they were killed in whatever destroyed the forest outside? She hoped they weren-_

_Silver stopped._

_Did she just do that? Did she… did she just hope a family of _Dustlings_ was not dead!? That's ridiculous! Why would she care about a few dead Dustlings? She has killed hundreds of Dustlings, directly and indirectly, watched with glee as Grimm butchered and devoured entire nests, so why did she feel worry for this one, measly family!?_

_She didn't!_

_With a snarl, Silver slashed at the nearest portrait with her claws, intent on destroy it. But rather than rip and tear like she expected, the portrait vanished in a puff of white smoke the moment her claws touched it._

_Surprised, she stepped back and bumped into the wall parallel to the one she had slashed. Twisting to look behind her, Silver was shocked to see the portraits on this side had also vanished. They all had._

_The hall was now completely empty._

_Disturbed but not undaunted by the bizarre phenomena, Silver resumed her quest to seek out what warmth lied at the end of the hall. She was careful this time, she did not let the warmth distract her like it had when she entered. It was difficult, but she managed by focusing solely on the sound of her boots thudding against the hardwood floor of the hall._

_At last, she reached the end of the hall. There, a closed door greeted her. It was much like the one she entered the building through, but unlike that one this one was barely able to contain the intense warmth that lied behind its wooden frame._

_Silver reached for the doorknob, and found it too was unlocked._

_She turned it…_

_She pulled it open…_

_And saw…_

_And saw…_

_And saw…_

_And saw…_

"_Come back to us, Ruby…"_

With a horrified gasp, Silver's eyes shot open and the heir bolted up from where she lay. Heavy breathes left her mouth as beads of sweat dripped down her face. For a moment, Silver could only sit where she was, her mind too busy reminding her that the experience was only a dream conjured up by her subconscious.

Eventually, she was able to calm down and take in her surroundings. She was back underground, and snuggled up against something large and furry…

'_Pup!'_ Silver wrapped her arms around the neck of her loyal hybrid, surprised but thankful for his presence. Pup did not protest and patiently waited for her to release him before nuzzling her with his muzzle.

The action brought a smile to Silver's face, one that faltered as she remembered the events that most likely led her here. Pup must have sensed this, as he tried to bring her attention back to him with an attention seeking whine and more nuzzling.

It half-worked. Silver responded to his demands with running her claws through his thick fur and leaning into him, but even as she did this, she could not shake the events that had transpired from her mind, nor the dream that she had been woken from.

And the more she sat there with Pup, the more the dream took up the forefront of her mind…

Specifically, the thing at the other side of the door…

A blazing mane of sun-kissed hair and a pair of friendly, lilac eyes…

* * *

**Author's Note: Well… that happened. This chapter was a tough one to start out, I went through like four iterations before settling with this one, but I am pleased with how it turned out. Originally, I was actually going to have Raven make an appearance, but as the chapter went on I decided against using her.**

**Now, I am sure you are a bit confused with what happened with the Overlord, so let me clear that up for you. The Overlord's anger and disappointment towards Silver's actions were genuine, no mistake. But he wasn't trying to break Silver to the extent that he did. He was simply trying out tough love in hopes it might correct her impulsive behavior. He IS happy to have Adam, but he was annoyed with how Silver went about doing it. I would go into more detail, but I don't feel like it right now.**

**Don't worry, I have a plan for Adam, he and Flinch are going to be very busy during the rest of volume two… and you won't get to see any of that until two chapters from now!**

**As always, Please Follow, Fav, and Review! Thank You!**

**DeadRich18 Out!**


	24. Chapter 23: Expansion

**I don't own RWBY. I do however own the original characters.**

**I LIED! I did some thinking and decided that it would make sense for the chapter with Flinch and Adam to come before the investigation. By the way, sorry this took so long. I had to do a bit of rewriting, plus school started back up, not to mention I started another story, (it's not RWBY related, check it out on my profile page, the title is Casting Shadows). I admit, I am not completely pleased with this chapter, but I'm not disappointed either. I explain later at the end of the chapter.**

**Anyway, I noticed a lot of controversy with the last chapter, and I've got to say, I am very pleased by how many want Silver to stay Silver. It warms my dark heart that so many of you enjoy evil over good!**

**Answer time!**

**Guest: He actually already has done that with the Masks, how do you think the Seer Masks were made? Also, yes, he was referring to the Moon.**

**Hirshja: Usually because my reviewers are guests or have accounts where I cannot PM them. That, and I'm lazy.**

**Abrams 1559: If anything, I would say that what the Overlord felt was a mixture of guilt and self-loathing. After chastising her so fiercely, it did not feel it had the right to try and comfort her.**

**Also, yes, more ranged Grimm would certainly be beneficial.**

**Honorboundfate: It is a favored theory of mine, though until I find proof in the show, it shall remain only that.**

** .7: If (and this is a very big IF here) Silver switches sides, it will NOT, I repeat, NOT be a complete 180. I too hate it when that happens, seems like the author is rushing everything. And there are two artists who have done fanart for Grimm Heir: DragonBlitz85 and Saint-14 have both done exceptional fan work on their DeviantArt pages, go check them out! (Though there are none of the OCs yet)**

**Eh: Go ahead, new Grimm ideas are always welcome!**

**Eggscellent: That's because we skipped the team naming ceremony. Also, Yang is a tough girl, if anything, she'd take her team name as a sign that she would find her sister soon.**

**Trash: What's wrong with nook? It's a great word! But to answer your question, I'm using it in the sense of a small hideaway sort of area that is cozy and comfortable.**

**IMPORTANT NOTICE! I went back and did a bit of editing. Nothing too manage, but I did change the backstory of the shards a bit. I decided to switch it so that BEASTS came into existence BEFORE the DUST shard landed. I did this because I thought it would make more sense for the animals to be changed Dust that had just arrived rather than from fallout. I admit, I got a bit impatient as the rewriting took up time I could have spent on this, (so if any of you see any mistakes or anything please let me know) and sort of rushed through it at the end. Just wanted to let you all know that.**

**Anyway, onto the story!**

**There is a massive reference in this chapter, and if you cannot spot it, you are dead to me!**

* * *

**Grimm Heir**

**Chapter Twenty-Three: Expansion**

It had been a very boring week for Graf, which was good.

Boredom meant he wasn't risking his life fighting off hordes of Grimm, boredom meant he was alive and not digesting in some ursa's stomach, boredom meant he didn't have to do anything.

But of course, like always, Graf is the only person who appreciates the peace brought about by boredom. Instead of just sitting back and enjoying the absence of impending death like normal people would, everyone stationed at CCT support station 343 went about their day business as (about to be brutally killed and eaten fucking alive by goddamn monsters) usual.

And for Graf and his… friend(?) Simon that meant standing lookout on the western portion of the wall surrounding the communication complex.

Not that there was really much to look out for besides a stupid forest, a bunch of stupid mountains, and the occasional horde of stupid Grimm bent on killing everyone here. Which, to repeat, had not shown up for an entire week now! What was the point of standing lookout if there was nothing out there? It didn't make any sense, but considering the idiot in charge of station 343's security that should be expected.

"_Hey men! You know how we haven't had any Grimm attacks lately? To celebrate, we are going to keep doing the exact same fucking shit we do every day instead of doing literally anything else in the world! Isn't that great?"_

No it's not great, you combat obsessed moron! He was missing critical slacking off hours because of this, slacking he could have spent sleeping or pushing his work onto Frank. But nope! He had to stand guard on the same stupid wall he's stood guard on for the last fourteen months since he was stationed here!

He really should have seen this coming though. The "colonel" was from Atlas, after all. All those jarheads cared about was _being prepared_. There wasn't even any point to complaining about it anymore, too much effort.

"Hey." Graf's internal musings were interrupted when he heard Simon speak.

"Yeah?" He responded, curious to why the kiss-ass was going to ask.

"You ever wonder why we're here?"

Graf blinked at the deep question, a little surprised by it. "It's one of life's great mysteries isn't it?" He began, turning to look back at the mountains and forest. "Why are we here? I mean, are the product of some cosmic coincidence, or is there really a God watching everything? With a plan for us and stuff. I don't know, man, but it keeps me up at night."

He looked back at his lookout partner to see how he'd respond. Simon was silent, his marron balaclava and goggles hiding his face and any shocked or thoughtful expression he might be wearing.

"What!? I mean why are we out _here_, at this station."

Graf blinked behind his own goggles. "Oh. Uh… yeah." He quickly turned back to the mountains.

"What was all that stuff about God?"

"Uh… hm? Nothing."

An awkward silence settled over the two sentries after that.

"Seriously though, why are we here?" Simon repeated, breaking the silence. "I mean, it's not like people this far outside the kingdoms even use scrolls."

"Well, yeah, but it's mostly for the Huntsmen, I think." Graf responded.

"What does a Huntsman this far out need good reception for?" Simon countered. "Calling his wife so he can ask her what's for dinner?"

Graf shrugged. "I don't know… maybe?"

* * *

**~o0o~**

* * *

As the two guards on the wall bickered between each other like a married couple, neither were aware they were being watched. Far away, on small, hidden cliff overlooking the facility, three Grimm Thralls watched them. Well, two Thralls watched them, (one through the scope of the sniper rifle and the other with its six powerful eyes), the other was just staring longingly at the sniper rifle in its brother's grasp.

"What are they doing now?"

The Thrall holding the rifle tore its gaze from the two Dustlings and looked over at its brother. "What?"

"I said, what are they doing now?" It repeated, irritation clear in its voice.

The sniper Thrall growled. "By the master, I'm sick and tired of that stupid question!"

"You're the one with the sniper rifle, I can't see anything, and the Seer won't tell me anything!" The little Seer looked up when it was mentioned. "So don't get angry with me because I'm not going to just stand here and do nothing!" The other Thrall snarled, angry clear in its voice.

The anger was understandable. The three Thralls had been on this cliff for months now, keeping an eye on the support station for their master, forced to watch Grimm attack it over and over again but forbidden from joining in the carnage. It was making the two of them restless. How could it not? Ones such as themselves existed for destruction, and to be within such closeness to combat yet not allowed to partake in it was absolutely maddening.

And it was showing.

"Look." The Thrall growled, trying its best to keep from roaring and giving away their position. "They are just standing there and talking. It's all those two do, it's all they ever do when Grimm aren't attacking. They just stand there and _talk_. That's what they were doing last week, that's what they were doing when we first started watching them." The Thrall stood up from where it knelt and was fully facing its partner now. "And when you ask me again, 'what are they doing now?' I am going to say, they are still. Just. Talking." Its breathing was heavy, adrenaline was pumping through its veins. It wanted a fight, _needed_ a fight, it didn't care with what just as long as it could break something living.

Its partner was silent for a moment, glaring back at it with goading eyes, daring it to make the first move.

"What are they talking about?"

_VRR-VRR!_

The noise from its brother's belt froze the Thrall before it could bash its partner's mask in with the butt of its rifle. Its two brothers were in a similar state of paralysis, but quickly recovered as the implication of that noise sank in.

The Seer and sniper Thralls watched with anticipation as its brother pulled out its Scroll and read the contents of the message. It could see the words through the device's transparent surface, but they were backwards and wrong-faced, the Thrall could not make sense of them.

"They're coming." Its brother whispered excitedly, all earlier frustration absent from its mask, replaced with elation and murderous joy. "They are finally coming, brother."

The sniper Thrall gripped its rifle tightly as the words entered its ears, a wolfish smile forming beneath its mask. "How far out?" It asked eagerly.

"Not far." Its brother replied, then looked upwards and eastwards. "Not far at all."

"Then the time for watching and waiting has come to an end, at long last!" It reached out and grabbed its brother's shoulder in show of comradery. "Now, the time of death and destruction has come! We must do our part, brothers, and ensure their arrival goes without hindrance."

The sniper turned back to the station and looked down the scope of its rifle to see another Dustling among the two that already stood guard. Its finger caressed the trigger as it lined up its shot. "Glory to His name!"

And then it fired…

* * *

**~o0o~**

* * *

The sound of the gunshot echoed through the CCT support facility. It jolted the defenders and spooked the technicians. Everyone in the base froze for a millisecond before training kicked in and they prepared for combat. The techs were escorted into an underground bunker complex beneath the facility while the defenders beat feet to their combat stations.

But when they reached their positions on the wall, they were shocked to see no Grimm stampeding out of the forest or soaring through the skies.

Another cracking gunshot echoed through the facility, confusing the defenders even further.

Then the comlink crackled to life and they received an answer to the question of who was firing and at what.

"_This is Private Graf on the west wall, we are under enemy sniper fire!"_ A panicked voice yelled into the link. _"Private Mathews is dead and Private Simon and I are pinned down! We need some goddamned backup, now!"_ Another gunshot. _"Ha! Missed me, you fucking asshole!"_

The defenders were dumbstruck. They were under attack by people? That couldn't be right, who would want to attack a CCT support station all they way out here? They didn't have anything of value here besides the CCT signal booster, and that wasn't something that could be just up and moved without the use of special equipment. What was the reason for attacking?

But when another thundering shot echoed through the air, the soldiers realized such questions did not matter right now. Their post was under attack, and they would defend it.

The colonel shouted over the intercom of the facility, ordering the soldiers to get their shit together and locate their unseen attacker, but it was easier said than done. Their attacker was extremely skilled and experienced, prioritizing soldiers with sniper rifles and binoculars and taking them out whenever they poked their heads out of cover.

Five minutes and eight dead soldiers later, the sniper's position was finally determined. The soldiers focused their fire on the cliff where the gleam of a scope was spotted, and though they could not confirm the kill they finally managed to silence the enemy sniper.

Then they heard it… Coming in from the east…

The shrill roaring sound of aircraft soaring through the air.

And it was getting louder…

Too late, they realized the sniper had been a diversion and one that managed to exploit the garrison's combat experience. They were used to fighting Grimm, rushing hordes that relied on overwhelming numbers rather than strategy. The soldiers had grown accustomed to having focus all their firepower on the most direct threat to their fortifications, and were thereby unprepared for an enemy that actually utilized tactics.

Still, they had a job to do. All the defenders rushed towards the eastern wall, hoping against hope that they would be able to reach the anti-air cannons on the wall's hard points before the enemy arrived.

They didn't.

Six black-hulled Bullheads had beaten them to the wall, depositing dozens of black and white clad warriors onto the battlements. The station defenders opened fire, but to the defenders' dismay their rounds seemed to only stagger the attackers before they retaliated with their own barrage of bullets.

With horror, they realized their attackers possessed Aura.

Most of the defenders on the ground were able to weather the attack by diving behind whatever cover they could reach, but the ones who had been on the wall were not so fortunate. They were butchered, their bodies shredded by the powerful weapons their foes possessed. Some managed to reach cover by the hard points, but it only prolonged their lives for a few second before the attackers moved in on them and killed them in close-quarters.

The remaining defenders tried to fighting back, but the Bullheads opened up with their own guns, killing anyone they could and suppressing the rest.

Then a rocket flew out from the main complex, striking one of the transports in the right turbine and sending the aircraft crashing down. It impacted inside the wall, smashing through a maintenance building and leaving a shallow trench in to ground.

"_Am I going to have to do everything myself!?"_ The colonel yelled over the intercom. _"Quit your bellyaching and show these dirtbags how we do it here at Station 343!"_

The order was a met with cheers from the defenders as the remaining Bullheads flew out of range. The attackers were without air support now and, despite their losses, the defenders still heavily outnumbered them. They unleashed their retribution on their attackers, forcing them to take whatever cover they could find. Some managed to make it off the battlements and onto the ground where they took cover behind whatever they could find.

Seeing their enemy so scattered brought hope to the defenders, made them press their attack. It reminded them that they fought against impossible odds every day. If they hadn't been killed by monsters of pure darkness then they certainly weren't about to let themselves be killed by a ragtag bunch of bandits with Bullheads. They would survive this! They would win this! They would-

_BOOM!_

"_The southern gate has been breached!"_ The announcement broke the confidence and certainty that had gripped the defenders. Those who could see the gate were shocked as a dozen attack bikes shot out of the still smoking gate, followed by half as many assault trucks.

The bikers weaved through the defenders, cutting them down with bullets and blades, cruelly laughing as they did. They were fast, but completely exposed on their bikes, making them easy targets for the defenders who managed to evade their attacks. But each time a defender tried to take a shot at the bikers, an attacker still on the wall would fire down at them.

As this deadly dance of bullets, bikes and blood went on, the assault trucks that came in after the bikes had been overlooked. Not that the attackers minded, as it allowed them to unload their eager passengers onto the battlefield completely unmolested.

By the time the defenders realized their blunder it was too late. The enemy was all around them. Three attackers, distinguished by their apparel, had rushed right into the defenders' ranks. One was clad in black and fought with a mecha-shift blade gun, while the other donned white armor and wielded a terrifying black mace.

They fought with tremendous skill and unfathomable brutality, slashing and smashing their opponents like they were nothing.

But it was the third attacker that truly terrified the defenders.

She wore clothes similar to the rest of the attackers, but a mask unlike any present. For while they wore horned, full-face masks, she donned a mask that covered only the upper half of her face… providing all with a clear look at the maniac smile that graced her lips as she killed and butchered with her pistol and whip.

The sight of these three warriors sapped their courage. They could not hold their ground against such foes, not out here in the open.

There was only one option left.

"_Goddamnit! Everyone, fall back inside the main building!"_

They did not argue, the remaining soldiers fled into the CCT support structure with as much discipline as they could muster. Some carried wounded with them, but few of these brave souls reached the building as the enemy picked them out as easy targets.

Those who had reached it or where already inside when the attack started tried their best to provide covering fire for their retreating comrades, shooting out from the windows of the structure. It helped a little, but the damage had been done.

The support station grounds were lost, over half the security force laid dead, and at the rate their attackers were going they'd all be dead before any sort of relief showed up.

They were going to die this day. Deep down in his heart, every man left knew that…

So they steeled themselves, mustering up what was left of their resolve and swearing to take as many of those bastards with them as they could!

* * *

**~o0o~**

* * *

The defenders of the support station put up a valiant defense but it was in vain. The Thralls had surprise, numbers, corrupted Dust rounds, speed, and bloodlust on their side. They had sowed panic through their ranks with sniper fire, breached their defenses with incredible ease, and were now butchering anyone they came across that was not of relevance to their goal.

The battle outside had been bloody but brief, the second assault wave saw to that. The remaining defenders quickly fell back to the main complex after their arrival, where they could more easily defend against the Thralls' onslaught.

The defenders tried barricading the entrances leading into the main station building, but the Thralls were not deterred. Even as the defenders fired on them from the safety of the station, the Thralls smashed through their hastily constructed barriers, running inside and turning the brutal firefight into a savage melee.

Just before the Thralls breached the station doors, another rocket shot out from the complex, turning one of the assault trucks into a burning husk. The remaining trucks pulled back to outside the perimeter wall where they would be safe from more rocket fire.

The Thralls held little concern for the vehicle's destruction, if anything it made them more excited than they already were. Many were veterans of dozens of raids, trophies of countless kills decorated their bodies. But they had grown bored in their butchery. The prey they killed rarely put up a decent fight, they panicked too quickly, ran too soon. But these creatures were different, when they fought back they fought back well. They were an actual challenge. And the new environment where they fought them was certainly a nice change of pace.

Close quarters combat in a complex such as this one was new to the Thralls, few villages had structures even half the size of this station, and they did not possess the maze of hallways that this place did. They relished the chance to do battle in this new arena, to spill blood in the name of their glorious Overlord!

Flinch was also excited. This was her first time taking an active role in combat operations and the slave felt nearly as giddy as the Thralls did. Torture can only entertain a person for so long, and after having to spend far too much time babysitting those insufferable White Fang imbeciles in Mountain Glenn, a nice bit of slaughter was just what she needed to unwind.

Yes, in reality Flinch's attendance in this attack was to evaluate how well the Thrall that had once been Adam Taurus could fight, but that did not mean she could not partake in the bloodshed.

And considering the purpose behind the gifts Master had so graciously given her how could she _not_ join in?

Several days ago, when Flinch and the two Thralls had returned to the Gulch her master bestowed upon her two gifts.

The first was a new garment, colored to mimic the general scheme of the standard White Fang uniform, but woven to have a much more distinguished appearance. It consisted of a black silken top and leggings worn beneath a white, black-trimmed tabard which bore the White Fang's infamous red wolf head on its back. A pair of white boots covered her feet, and gray shin and arm guards protected her limbs. A black belt was wrapped around her waist, its buckle bearing the horned red skull of her master and also holsters for the slave's weapons.

One for BudemVor, her whip and badge of office as Overseer of Thralls, and the other for her newest weapon: Obedience.

Obedience, (named after that which Master favored most in her), was a pistol, but it was unlike any pistol ever created by humans or faunus. It had been made – not looted – for Flinch alone. Master had it forged for her. The first weapon ever made by a Grimm (other than her master, plus the Thralls were _technically_ Grimm), crafted out of scrap metal and spare parts by the few gunsmiths they had under their control, and placed in the hands of the first slave to ever serve Grimm.

A rather poetic gesture, when one stops to thinks about it.

Obedience was bestowed to Flinch as soon as she returned to the Gulch, and she quickly went about familiarizing herself with it.

Despite the crude materials from which it was constructed, Obedience was an astounding piece of equipment. It sported twin magazines that housed sixteen high-velocity Dust rounds each, and was capable of switching between burst and fully automatic fire settings with the flip of a switch. The grip was craved from a dark wood that Flinch knew not the name of. It was comfortable, shaped at an angle that made holding and aiming the weapon easier. Obedience was bigger than standard pistol models many of the Thralls used, making it difficult to conceal on her person, but the larger size was necessary in order to hold the shockingly powerful receiver of the weapon.

Which made sense. Obedience was not designed to be a hidden weapon, used for infiltration and assassination. It was made for direct conflicts on the frontlines, like this very assault.

In the initial attack, Flinch had claimed four lives with Obedience and five with BudemVor. Though when compared to the tallies of the more enthusiastic Thralls, hers was nothing. That is not to say it was a static mark. Throughout their purging of the facility's inner complex, Flinch had been raking up kill after kill with Obedience and BudemVor, using the whip to pull her victims out of cover so she could finish them off with a hail of corrupted Dust rounds.

Gunfire and screams echoed through the walls of the facility. Each hallway was a battlefield, every doorframe a valued checkpoint, and every room a makeshift firebase for both sides. The Thralls had split up into several groups upon entering the facility, focusing on no one section entirely. A majority of these groups were simply distractions, keeping the bulk of the defenders busy while Flinch and her group pushed on towards their main objective.

The Thrall that had once been Adam Taurus spearheaded the assault, slicing through whatever got in its way with incredible ease and amazing precision. He did not let his bloodthirst dictate his attacks like so many Thralls did. He moved with an efficiency Flinch had never seen in a Thrall, not even her armored Thrall moved with such grace in combat.

It made a smile form on her face. Mistress's faith in it had not been misplaced.

Soon, Flinch's group had reached their goal. Her armored Thrall and the Thrall that had once been Adam Taurus quickly dispatched the defenders present, bashing in skulls and slicing bodies in two. Once the last of them was dead, the group looked over at their final obstacle.

The armored door barring them from their prize was locked. The console at its side was likely the only way to open it, but they did not know the code to unlock it. Trying to smash it open would be futile and the Thralls had no patience for torturing the code out of a surviving defender, in the state of bloodlust they were in they'd kill the captive before they got anything out of him. So, to get through the door, they would need to do the only plausible thing.

"Plant the breaching charge."

Brute force.

The Thralls carefully placed the explosive charge on the center of the door, checking it over as they did so to make sure no problems would arise. Normally, the Thralls would require at least twice the amount of explosives they had to breach a door like this, but these were no regular explosives.

The breaching charge contained a quarter-pound of corrupted explosion Dust, making it ten times stronger than regular a Dust charge. Granted, that also meant the force of this blast would be about the same as standing next to an exploding heavy artillery shell, but that wouldn't be a problem… she hoped.

The supports in this room looked solid enough to survive the force, anyway.

"Charge is set, Overseer." One of the Thralls announced. "Signal is clear and the detonator is primed and ready." It walked over to Flinch and handed her the small device.

"Excellent. Everyone clear the room!"

The Thralls did as they were told, scurrying back into the hallway they came in from. The last two out shut the door behind them, unwilling to risk possible debris from the explosion flying out at them. When they were all out, Flinch flipped open the detonator and pressed the button.

The door muffled the explosion, but only by a little. Flinch was thankful she had stood the farthest from the door, otherwise she was certain her ears would be ringing. The Thralls were unfazed by the explosion and immediately charged back inside.

Where there was once a door, a gaping hole was found. A cloud of dust and smoke obscured what laid beyond the breach, but Flinch could hear the coughing and frightened voices of their quarry from beyond the veil of smoke, she could smell the fear wafting off them… she could _taste_ it...

It was delectable…

"Seize them!" She ordered. "If they resist break an arm, but none of them are to be killed. Our master requires them alive." The Thralls rushed through the cloud and effortlessly began restraining and escorting the CCT technicians out of their hideaway. "Take them up above, show them the fate of their protectors."

The Thralls did as was told of them, shoving the technicians out of the room, ignoring their protests and pleas. The sounds of battle had faded away, the remaining defenders either dead or taken prisoner like their civilian charges.

All of their captives were taken outside where the smell of battle was still thick in the air. Thralls were already collecting trophies from the bodies of the defenders or even eating their favored cuts of flesh. The prisoners were lined up and forced down to their knees, made to watch the gruesome scene before them. Some wept at the sight of so many bodies, others emptied their stomachs at the Thralls' barbarism, but most simply glared hatefully at their captors. Their anger was palpable, it made the Thralls not yet taking part in the looting and feasting smile dementedly and BudemVor pulse dimly.

Flinch made a show of inspecting each one, looking them over like objects to be purchased as she walked before them. The armored Thrall and the Thrall that had once been Adam Taurus flanked her as she did this, their yellow eyes sapping away the rage and replacing it with fear. BudemVor pulsed once more.

They would be ready soon.

As she finished her little inspection, Flinch moved to where she would be seen by all the prisoners. Some looked her way, but many kept their gazes on the ground. That would not do, however.

Flinch cracked BudemVor in the air, earning the unbridled attention of the captives. Some still refused to raise their eyes and the Thralls forcefully made them look up at her.

"You are beaten." She stated simply and plainly. "Your defenders are dead and your fortress seized. You are ours now. Do as we say, and you shall live, disobey-"

"And what?" A defiant woman interrupted harshly. "Kill us?! You've already killed all our friends! If you think we'll be intimidated by you, the-AAHH!"

The woman's brave words were replaced with anguished screams as a Thrall sunk its teeth into her left shoulder. Fabric and flesh were torn apart as the Thrall savored the taste of blood on its lips before releasing her.

The wound was very shallow, and looked far worse than it actually was. She would live. Flinch knew this even before the Thrall struck. They were under strict orders from Master himself to not kill any of the technicians. The Thrall was merely silencing a voice of disobedience in the only way it knew how: pain.

"No, death is not something any of you will experience for a long time, especially if you obey us. But, as I was about to elaborate before being so rudely interrupted," Flinch cast a glare at the bleeding woman, "should you decide to disobey us, you shall be tortured until all you crave is death and its sweet release."

Their faces went white with fear, several cried out against this while others babbled like cowards for mercy. Flinch silenced them with a burst of fire from Obedience, the heavy pistol sending up plumes of dirt where its bullets struck.

She turned to her armored Thrall, "Take them to the barracks," she ordered. "I want them ready for enthrallment as quickly as possible. Break them, starve them, rape them, but do not kill a single technician. Am I understood?"

The Thrall bowed its head in affirmation before gesturing for the other Thralls present to begin moving the prisoners. Flinch watched with satisfaction as they were lead away to be tortured, pleased with the success of their assignment, especially considering its importance.

For many years, the Thralls had raided the towns and villages of the east, striking without warning and leaving only death and fear in their wake. Many were now inside the Kingdom of Vale's borders, hiding out with their White Fang 'allies', waiting for the time to strike.

But Vale was not the only Kingdom on the continent.

When Vale fell, (and it would), the west would know… and prepare.

Master wanted to correct that. He wanted Thrall raiding parties striking western villages and towns, wanted lairs established for holding loot and prisoners, and he especially wanted an efficient means of communication to keep his forces in the west informed and connected.

In the east, the Thralls accomplished this by using the many caves that dot its landscape. Many of the caves traveled deep and were connected to other caves via an elaborate tunnel system. It made the transportation of equipment and slaves easy and allowed messages between lairs to be ferried swiftly and safely.

The west did not have this, it was flatter and drier than the east. There were no mountains or deep cave systems for the Thralls to claim there, only scrublands and sand. However, the establishment of lairs was not the concern.

Communication was.

Without the safety of the tunnels, couriers would be exposed and run the risk of being discovered by Outliers or Huntsmen, ending with them either being shot and the information they carry being stolen, or with the courier unwittingly leading them straight to a lair.

A new method had to be devised. The use of young nevermores as carrier birds had been entertained as a possible alternative, but Master rejected it, pointing out that the near instant messaging system of the Kingdoms would have alerted Vacuo of Vale's fall before the message bearing nevermore was even halfway to its destination.

Ironically, it was this critique that solved their conundrum. The CCT provided reliable communication between the Kingdoms, keeping all four of them connected. However, since its introduction at the end of the Great War, there had been very few, if any, attempts by the Kingdoms to monitor the stream of messages circulating through the CCT system.

Which was why Master had demanded the capture of this support station. Not only was it to be their gate into the west, but with its CCT support transmitter under his control and its well-trained crew enthralled, Master would establish a system of communication that would allow his Thralls to remain in contact with not only each in the west, but with him in the east as well.

He would convert the CCT support station into a radio tower using the knowledge of its own technicians. The CCT was basically just a larger, more sophisticated radio system, after all. It simply allowed more options when it came to communicating.

The CCT suffered one critical flaw though, which was the reason behind Master's insistence on deploying radio towers instead.

The Cross Continental Transmit system required all four main towers to be operational.

And once the attack on Vale began, and a foothold was established, the Vale CCT tower would be targeted. And with the kingdoms scrambling to regain contact with each other, the Thralls would be carrying out well coordinated raids on key location surrounding Vacuo.

It was a truly inspired strategy…

One that relied on Flinch securing this station. Yes, she had claimed it, but that did not mean it was secure. The possibility of a distress call being sent out before the communication center had been secured was a serious concern. Master would not tolerate failure here, she needed to report in to Master, request reinforcements, prepare for possible assaults.

A symphony of screams erupted from the building that had to be the barracks, halting her list of requirements and earning her gaze. It was a blocky thing, ugly and bland, but the way the screams echoed out of it, the way they complimented each victims pitch… it brought a smile to the slave's face.

Flinch had almost forgotten how screams outside sounded when compared to those screams heard underground… It made her wonder what it might be like to hear both at once.

She suspected it would be an extremely pleasant experience…

* * *

**Author's Note: So? What did you think? I know it didn't have as much Adam as you guys might have expected, but in all honesty, every time I thought up an interesting thing for him to do in this chapter I kept realizing it would stop the flow dead.**

**I am also concerned with how I portrayed the defenders. I didn't want them to come off as inept, due mostly to their job of fighting off hordes of Grimm, I just wanted to show how even when someone has great experience fighting one foe, it does not automatically mean that experience will transfer over to a new one.**

**And if any of you are wondering: yes, the mask Flinch is wearing in this raid is Adam's old mask. P.S. Obedience is pretty much the Gorgon pistol from Gears of War, only colored black and without the glowing dots.**

**Also, I have several scraped segments that I was originally going to use in Grimm Heir, but ended up not using. I saved them however, and wanted to know if you guys would like me to post them, either with Grimm Heir or separately. I only have about three of them though, so a separate publishing seems sort of wasteful. Tell me what you think!**

**As always, Please Fav, Follow, and Review! Thank You!**

**DeadRich18 Out!**


	25. Chapter 24: Breadcrumbs

**I do not own RWBY. I do however own the Original Characters.**

**OKAY! FIRSTLY: I AM SUUUUPPPER SORRY THIS TOOK SO LONG! A lot of stuff happened, homework piled up, stress, and general college stuff got in the way, however the main reason for the delay is that the episode this takes place in is a BITCH to write. Why? ALL. THE. DAMN. SCENE CHANGES! Seriously! How long are they in Vale? One minute its sunny out, the next its nighttime! URGH!**

**Anyway, I do not like this chapter. There are parts I am proud of, but for the most part, I am not very fond of. I am beginning to feel that its due to forcing my OC into situations where Ruby had a prominent role, particularly in the combat scenes. That being said, do not expect a lot of action in this chapter.**

**Anyway, on to the answers!**

**Varangue: I believe there might be a bit of a misunderstanding. You see, the Grimm were never the underdogs. They cover most of the planet after all. I am going to assume you saw them as the underdogs due to their guerrilla warfare tactics and stealthy ambushes? However, these are only being carried out in one area, the eastern half of Sanus, and only by Silver, who the Overlord does not want the Dustlings to know about. In regards to them becoming stronger, this actually fits with the show. Remember, Qrow does remark on how the Grimm are growing stronger and more prevalent. So how I am progressing it makes sense considering the new Grimm Silver has created. Your Star Wars comparison is a good one, but very little of this story, if any, has been inspired by Star Wars. Also, interesting does not always mean better.**

**DragonJo64: Don't worry… that will happen in time…**

**Whitmore: A good question, especially since her pre-slave name was a Russian one and not German.**

**TheHappyTyranid: While that would be hilarious, we must remember that Remnant and Earth are two different places, and do not operate the same as we do. It is very likely that while the Kingdoms sponsor the initial construction of these support towers, it is also likely that because they reside outside their borders they do not have the responsibility to maintain them. Just my thoughts on the matter.**

**Grubk1ng: Sadly, that won't be happening for a few more chapters… But when it will, it will be awesome.**

**Foul steak: No, he cannot. He can only change it during the summoning process. Once summoned it cannot be reshaped.**

**Drachohalo117: Keep in mind, (not counting the Overlord or Silver), only the Thralls are capable of human levels of intelligence, and only because of what they learn by observing their host's memories.**

**Jawsrule321:**

**1\. A good idea. I've seen the animals your talking about and with the right makeover they could provide a very nice template for a new Grimm. However, mount for the Thralls is unlikely as they possess bikes and cars for transport. The Overlord however…**

**2\. They can. However, the pregnancies do not reach even the third month in many cases as the pregnant female is either killed, or if she is a Thrall, kills the fetus via a lack of nutrients. Thralls do not require food or water to survive and live off negative energy, however this does not apply to the fetus. Without the required nutrients being provided, it eventually dies.**

**3\. I imagined it… very humorous.**

**4\. In due time, my friend, in due time… Though I may place an Overlord/Salem scene in my Deleted Scenes now… Might be pretty raunchy…**

**Eh: A great selection of animals for me to use, thank you. Also, I have considered the idea of giant worms in my story, but just like with the eagles of Lord of the Rings, they would solve all the problems way too quickly. Just send one over to Vale and BAM! City goes bye-bye. And don't worry, you're not an annoyance.**

**5 Coloured Walker: That is true… However, not everyone has their Aura unlocked, as Jaune demonstrated in Volume 1.**

**The Joining: Thank you for the updates, however, considering this is an AU story and the amount of new Grimm we've already gotten from only three episodes and a short in Volume 4, I have decided on refraining from using the Grimm inside the manga unless they appear in the show. I do read the manga, and find it very interesting, but due to it updating infrequently, and when it seems to be taking place, it wouldn't make much sense to since we've passed that point in the story.**

**Guest: You DO know that these are Grimm, right? Not people? Every Grimm lost is reabsorbed back into its summoner to be made into another Grimm, they are literally numberless. Also, how does using tactics lead to them being outsmarted? They are Grimm, famous for being underestimated as stupid beasts. If anything, the shock of seeing these creatures performing such elaborate maneuvers would be enough to stun enemy combatants long enough for them to close in for the kill.**

**Abrams 1559: I am still very proud of my calling it! As to projectiles, as we've seen with the Sea Dragon, it would appear some Grimm are capable long ranged attacks that do not rely on bodily functions. For any ranged Grimm I create, it would likely be quills or acid spit. Hell, maybe even fire like you suggest. I am unsure right now, hopefully that will change in the future.**

**For the reviewers that just wanted to express their fondness of my story: THANK YOU! You make this thing possible!**

**I hope you enjoy the chapter, snuck in a few references. Some obvious, some obscure. Have fun!**

* * *

**Grimm Heir**

**Chapter Twenty-Four: Breadcrumbs**

This was it. After ten days of planning and preparation, Team RWBY's investigation of the White Fang in Vale would finally start.

Just as soon as class let out.

Normally Weiss wouldn't mind waiting, a good deal of the classes she attended were rather enjoyable and challenging with their lectures and lessons. The professors were all extremely lively and could hold the attention of their classes for a fair amount of time.

Unfortunately, Team RWBY's current class was led by the one professor who lacked this quality among the Beacon faculty.

Professor Port…

Weiss had nothing against the man. She respected him as an experienced Huntsman and as a professor of Beacon Academy; the only problem was he tended to never really _teach_ them anything. Classes with him always consisted of the man regaling the students with tales of his youth that did anything but catch the attention of Weiss's peers.

Now, Weiss normally did not mind the old man's embellished stories. Growing up as the Schnee Company heiress, Weiss had been taught how to keep herself from falling asleep during long and boring speeches, (though it actually went a bit deeper than that). However, as they were going to look for clues and evidence about the White Fang's motives in Vale as soon as this class was over, Weiss was admittedly feeling a little impatient.

And it certainly did not help that Jaune Arc had just scooted up close to her and had started trying to ask her out on a date… again. The boy was like a cockroach, no matter how many times Weiss refused his advances he'd always come crawling back to her with some new terrible pick-up line or stupid activity for them to try together.

Even ignoring him didn't work. First he asked her if she wanted to get some food with him after class, then if she wanted to go to Vale to see a movie with him, _then_ if she wanted to study together with him. That last one was completely absurd, even he understood she'd be doing most of the-

_Beep!_

Finally!

The heiress smiled as she swiped away the clock display she'd been staring at for the past half-hour and quickly stood up to leave as the professor dismissed the class.

"Weiss?" Jaune asked as she began to leave. "Did you hear what I said?"

"No, no, no, yes." was her curt response to the leader of Team JNPR as she walked off towards her dorm room.

Thankfully this latest rejection rendered the Arc boy subdued, at least for the moment, so Weiss was able to leave the classroom without incident; her teammates quick to catch up.

"Man, I thought Port would never shut up!" Yang proclaimed, throwing her hands into the air in an overly dramatic fashion before freezing in sudden realization. "He didn't assign any homework, right?"

Weiss rolled her eyes at the comment, mostly because she knew Yang was being half-serious about it. Port's lectures always seemed to sap the energy right out of Yang, often leading to her falling asleep mid-way through the class and having to be woken up by one of her teammates, usually Rojo.

Rojo chuckled a little at the brawler's obliviousness, "Nay, we're good, Yang." He assured her with a wave of his hand. "Besides, when has Port ever given us homework about his stories?"

"That's a frightening concept." Blake commented, making everyone chuckle.

In all honesty, Weiss was not entirely comfortable with how light-hearted everyone was acting considering what they were going to do. A situation such as this one should be treated with seriousness rather than levity. They were about to go out and investigate an extremely dangerous terrorist organization, after all.

The banter continued all the way up to their dorm room. When they went inside, Rojo immediately picked out his casual outfit for the day and disappeared behind the bathroom door, giving the girls the privacy they needed to change into their own clothes.

The politeness of the gesture was somewhat lost on Blake and Yang, both of whom had told Rojo it was alright for him to change in the room with them, (as long as he kept his eyes glued to the corner when they changed their underwear). Weiss however appreciated her leader's attitude towards the issue, and was even a little surprised by it at first.

He was originally from Vacuo, after all, and the people there were known for their… informal attitude, if her sister was to be believed. Winter had gone to Vacuo once on a classified mission, and while she could not share the details of the mission with Weiss she did share her opinion on the people that lived there, comparing them to outlaws and troublemakers.

But Rojo didn't act anything like what her sister described.

Yes, he often acted informal and tended to be rather blunt at times, but only with people he knew well. He was extremely respectful and trusting towards authority figures too, both in and out of the Academy, something that Blake, and to a less extent Yang, lacked. And of course there was his courteous behavior towards the fairer sex; such as holding the door open for his teammates, knocking before entering their dorm room bathroom, not wasting his time flirting with her like a certain annoying blonde…

_Knock, knock! _"You girls decent out there?" Rojo called out from behind the bathroom door, his voice muffled by the wooden frame.

"Yeah, we're good, Cowboy!" Yang answered back.

With that confirmation, Rojo opened the door and stepped back into the room. The first thing that caught Weiss's eye was he wasn't wearing his burgundy duster or bandoleer, instead opting for a leather vest over a red, flannel buttoned up shirt, the sleeves of which had been rolled up to his elbows. He wore a pair of worn-out jean pants, which his shirt was tucked into giving Weiss a clear look at the dark leather belt around his waist. Dozens of ammo loops ran across the leather strip, every one of them holding a round of ammunition. The only part of the belt that was absent of the bullet loops was the large bronze buckle on its front depicting a red bull's head inside a sniper sight.

All in all, it was a good look for him.

"We all remember our roles?" Rojo asked as he placed his folded up school uniform back in his drawer and slung his holstered rifle onto his back.

"Yes. You and I will head over to the CCT and check the Schnee records for any other Dust robberies or inconsistencies." Weiss answered with confidence. "Since I'm in the family, we shouldn't have to worry about any difficulties."

It would have been easier to just make a call from the academy library, but Rojo didn't want to risk a teacher or noisy student overhearing the call and getting suspicious. At least in the tower they wouldn't have to worry about eavesdroppers since everyone in the CCT would be making calls of their own and be too preoccupied to listen in on another person's conversations.

"I'll head over to where the White Fang recruitment meeting will be held and sneak inside." Blake recited her own role in the plan. "Once I find out what they're up to, I'll alert the VPD to the meeting location and hopefully get some of their more prominent members behind bars."

Weiss noticed that Blake spoke without hesitation, even when she spoke of sending her former allies to prison. It was a good thing, it showed that Blake did not hold those murderers as her comrades anymore.

Yang spoke her role next. "And I'll hit up my old friend over in the shady side of town." She smirked. "He owes me a drink and getting info out of him should be no problem."

Rojo nodded with a smile. "Good! We'll meet up tonight near Yang to go over what we found. Let's go!"

"Yeah!"

All four of them turn towards the voice and are shocked to see that mischievous monkey faunus, Sun Wukong, hanging upside-down by his tail right outside their open window with a smirk on his face.

They all take a step back in surprise. "Sun!?" Blake announced with alarm, earning a wink from boy faunus.

"How did you get up here?" Yang asked, surprised but also slightly impressed.

"Ah, it's easy; I do it all the time." He answered casually.

Warning lights went off in Weiss's head at that statement. "You do _what_!?" She demanded quickly.

"I climb trees all the time!" He clarified, though Weiss was unconvinced and glared at the faunus suspiciously even after he jumps into their room. "So, are we finally getting back at that Torchwick guy?" He asked, completely unfazed by Weiss's glare.

"_We_ are going to investigate the situation." Blake answers Sun, briefly pausing before adding in, "as a _team_."

Rojo crossed his arms over his chest and gave the faunus a look of sympathy. "Sorry, man. This is our thing, and we don't want friends getting involved if we can avoid it."

It was sound logic, but Sun ignored it. "That's dumb." He said with a wave of his hand. "You should always get friends involved. That's why I brought Neptune!" He gestured to the window behind him, but no one was there.

Curious, the whole of team RWBY walked over to the window and were surprised to find Sun had actually been telling the truth. His blue-haired friend was pressing himself against the outer wall of the dorm building, a look of worry on his face that quickly changed to confidence as he looked up at his audience.

"Sup?" He said in a calm voice.

"How did you even…?" Rojo trailed off, clearly lost at how the boy had managed to make his way up here without any sort of climbing gear.

"I have my ways," was Neptune's answer, followed quickly by, "Seriously though, can I come in? We're like _really _high up."

Rojo sighed, "Sure." He answered, exasperation hinting in his voice. "Just don't step on the flowerbox. Got it?"

Neptune's eyes drifted down to the object in question before returning to Rojo and his team. Despite his desire to get off the ledge he was standing on, Neptune let an amused smirk grace his features. "You have a flowerbox?"

The whole of team RWBY frowned at the words. The flowerbox along their window had become something treasured by all four members of the team, and they did not take kindly to when others tried to mock them for owning it. Rojo especially.

"Yes we do." Rojo answered, his voice calm but holding a hint of annoyance in it. "And if you so much as bruise a single petal on one of my flowers I will push you off this ledge myself. Got it?"

Neptune said nothing as he nodded his head with a nervous look on his face before shimmying towards the open window.

Once the Haven student was inside, Rojo filled him and Sun in on their plan before adjusting the plan to accommodate their two new additions. "So, to recap: Weiss and I will head over to the CCT. Sun, you'll go with Blake to the White Fang meeting. And Neptune, you go with Yang. Everyone good?" It didn't seem like anyone was going to object to the sorting for a moment, until RWBY's blonde brawler spoke up.

"Hey Rojo, I was thinking. Wouldn't it make more sense for you and me to pair up for this?" Yang offered as she walked over to him. "I mean, we both know our way around Vale pretty well, and the CCT isn't exactly something you need a map to find." She was at his side now, resting her elbow on his shoulder. "Plus, I think you'd be better to have around in case something goes wrong at my "friend's" place." The last part she whispered so Neptune didn't hear her, but Weiss did.

She felt somewhat agitated by the blonde's suggestion. Not because she had anything against Neptune, he seemed like a charming person, (his comment about the flowerbox withstanding), really, it was mostly due to the notion that Yang thought their part of the mission would be so simple it wouldn't require any effort. But there was something else…

Rojo rubs his chin in thought. "You've got a point." He says after a moment. "Alright, change of plans. Neptune, you'll head to the CCT with Weiss while I go with Yang."

Before the blue-haired boy can respond, Yang is already leading their leader out the door of the room. Just as the blonde is about to disappear into the hallway, she flashes Weiss a victorious grin.

And then she's gone.

* * *

**~o0o~**

* * *

As dusk fell upon the world, the city of Vale underwent a most spectacular transformation. Lights of all shapes and sorts lit up the darkening world, turning each building into a beacon in the night. From outside the city limits, this gave it a rather miraculous image, one that could only be replicated by cities of equal or great size and urbanization.

Yet there were parts of Vale that did not shine so brightly in the night, hidden away in the unnoticed places of this concrete jungle. The old quarters, abandoned industrial sites, and businesses of questionable reputation existed in such places, away from the prying eye of the Council.

Ideal for those who wish to do business that many would consider wrong or immoral. But there is more to these places than mere criminals. For in one of these places there lies an establishment, well known and reputable. For many who enter, it is just another nightclub, a place where one can unwind with a drink or dance away their troubles.

But this nightclub provided much more than reprieve from the stresses of everyday life. Information was served and sold here nearly as much as the drinks, though usually at far greater prices.

Which made it the perfect place for a pair of aspiring Huntsmen-in-training to begin their investigation.

The blonde brawler, Yang Xiao Long, and her team leader and friend, Rojo Toro, raced through the empty streets of the southern old quarter, their mechanical mount roaring all the while.

They had been riding like this since they landed in Vale. Beacon Academy provided an offsite garage for its students and faculty to store personal vehicles while on campus. The garage was connected to the Vale skyport terminal that ferried passengers between Beacon and Vale, providing quick and easy access for anyone wishing for a ride through town after a long day of school.

Of course, these two students had something more important than a joyride on their minds right now.

"You sure this friend of yours will know what we want?" Rojo shouted into Yang's ear, so that she could hear him over the wind and the roar of her motorcycle.

Yang did not look up, keeping her eyes forward to avoid accident. "Don't worry!" She shouts back. "If he doesn't, I'll just beat it out of him like last time."

Rojo raised an eyebrow at the response. "Last time?" He asked. "What happened last-OPH!"

Before Rojo could finish his question the bike jolted to a stop, shoving the sharpshooter into his friend's back. This in turn pushed Yang forward, as the sudden weight against her back had surprised her as much as the jolt did Rojo.

"Sorry about that." Rojo said with a groan as he removed himself from Yang and dismounted her bike, pulling down his bandana as he did so.

"No problem." Yang responded as she also got off the bike, removing her helmet and glasses during the transition. "Should've warned you we were about to stop. Anyway, here we are!" She gestured towards the large structure next to them with two black suited men guarding its entrance, and before Rojo could ask anymore, began leisurely walking up to it. "Come on!" She called to him, "My friend's right inside."

Rojo blinked, but quickly caught up to her. When they started walking up the steps leading up the building's entrance, the two guards noticed them. Rojo became curious as he watched what happened next. That being, the guards scrambling to get inside and close the doors behind them while shouting "It's her again!" in a terrified manner.

Rojo looked over at his blonde friend. "So, how exactly are you friends with this guy again?"

"It's…" Yang started but didn't finish, instead shrugging her shoulders nonchalantly, "It's a long story."

Rojo said nothing further, reminding himself that they had more important things to do other than talk about relationships. When they reached the door of the club, Rojo tried to open it, only to find it had been locked.

By now Rojo was fairly certain that Yang's definition of 'friend' did not translate well with the actual word. An assumption that grew in strength when the blonde brawler in question reared her fist back and sent it colliding into the club.

Dance music and smoke billowed outward as Yang casually walked through her handiwork like she hadn't just obliterated someone's private property.

"Guess who's back!" Yang announced it like a beloved sitcom character returning from a long hiatus.

Only instead of being met with applause, Yang was met with twenty men pointing guns right in her face. Something Rojo did not take too kindly to, as he now had his own rifle out and pointed at the gathering of gangsters, resulting in several of them adjusting their aim at him.

"You trashed their place, didn't you." Rojo remarked with a sigh, more of a statement than a question. He was expecting a witty retort from the brawler, but she didn't say anything. In fact, it seemed her attention was fixed on something passed the gangsters.

That something turned out to be _someone_, as a man wearing a giant cartoon bear head popped up from behind the recording station and quietly takes the needle off a looping track before retreating back underneath the table.

Luckily, before anything could get worse, a large, bearded man barged his way through the gangsters, shouting, "Stop! Stop! Nobody shoot!" They listen to him, and lower their weapons. The man stares at Yang with a nervous look. "Blondie, you're here! … _why_?"

"You still owe me a drink." Is Yang's response as the blonde girl grabs the man's arm and drags him over to the bar, the crowd of gangsters parting to make way for them.

Rojo just stood there for a moment, surprised by the sudden shift from hostility to reluctant welcome the whole club went through, feeling both impressed and frightened towards his blonde friend.

Rojo shakes his with an exasperated sigh as he holsters his rifle and walks over to the bar Yang had dragged the man over to. The man was behind the bar, preparing a drink with a scowl on his face. Rojo sat himself down next to Yang, who flashed the boy a grin before turning her attention back to the man.

"So, Junior." She begins in a friendly tone. "Hear anything about what Roman Torchwick's been up to lately?"

* * *

**~o0o~**

* * *

Three white claw marks…

A code for those wanting to join, a marker, one that all new recruits learn of even before they are recruited. It is easily missed and will go unnoticed by many, humans especially, but that is their purpose. To be disregarded by all except those who want to make a difference in the world, those who want to start a revolution.

Those who want to join the White Fang…

Blake traces over the mark with her fingers, a brief sense of nostalgia filling her. She peeks around the corner of the wall the mark is scratched on, and sees a pair of faunus being ushered into a warehouse like structure by a well-dressed man, very out of place given the location.

Blake turns to Sun, "This is it." She whispers.

Sun gives her a look. "You sure?"

Blake gives the boy a glare in answer before walking over to the doorman and unfastening her bow so that her cat ears could be seen. Sun follows after her, admitting the stupidity of his question, though not in an immediately obvious way.

When they reach the man, he regards them with a critical look. Blake watches as his eyes travel to her ears and Sun's tail, and the man's demeanor quickly becomes welcoming. He hands both of them a White Fang recruit mask and steps aside.

"Head right inside, the meeting is about to start." He says warmly gesturing towards the entrance in a polite manner.

The two do as he says and walk inside, entering a hallway filled with crates and a White Fang member at the end of the hall shouting for new recruits to keep to the right side.

"Y'know, I never got why they wear masks." Sun says as he holds up his mask. "Why hide who you are if you believe what you're doing is right?"

Blake frowned. She had thought that herself during her time in the White Fang, and so had many others, it was why she never wore one.

"They're a symbol." She answered. "Humanity saw us as monsters so we chose to wear the faces of monsters." Not to mention it made identifying White Fang members difficult outside of their operations.

"Grimm masks…" Sun said with a wince. "That's pretty dark."

"So was the man who started it." Blake puts on her mask and walks on, not wanting to continue this conversation when they had more important matters to deal with. She heard Sun mumble something behind her, but paid it no mind.

The main area of the warehouse was large, and extremely crowded. White Fang members and recruits filled the ground level of the building. and Blake could see dozens more on the cat walks and balconies above, looking down at the mass of bodies below them with their weapons out.

Among these guards, Blake spies members wearing the full-face masks of those she and her friends had fought at the docks last semester. She quickly turns her gaze forward when one of them looks her way, worried he might somehow recognize her through the mask.

A raised stage took up a fair bit of room at the end of the building, a large curtain with the White Fang emblem taking up most of the platform's space. Standing in front of the curtain was a man Blake quickly recognized as Malcom Xeres, Adam's lieutenant and right-hand man. He was famous in the Fang for his hatred of the Schnee Dust Company; always going on about how one day he'd take Jacques Schnee's head. It didn't bode well with Blake that Malcom was here. Wherever he was, Adam was never far behind.

"Thank you all for coming." He begins, his voice loud and demanding the attention of all present. "For those of you who are joining us for the first time tonight, allow me to introduce two very special comrades of ours!" Two individuals step forward as Malcom says this, the shadow of the curtain obscuring their features until they were at the front of the stage. "I can assure you, they are the key to obtaining what we have fought for for so long!"

It was Roman Torchwick and one of those full masked White Fang, an individual who managed to grab Blake's immediate attention with his terrifying appearance.

He wore the regular White Fang uniform, but it had been modified to a great degree. The hood was gone, as was the right arm sleeve. Mismatched metal plates were strapped to his left arm and shins. The plates were painted white with hastily applied red markings on each of them. His exposed arm was muscular and thick with strength. Black chains coiled around his naked wrist, connected to the menacing axe that hung from his hip. A clump of human skulls dangled from his belt, gruesome trophies that made Blake pale. Unlike the ones she had fought however, his mask was not bare; an almost black colored handprint took up the center of his mask, making him look like a true savage.

Something was wrong. Blake had been with the White Fang for years, and even after their descent into terrorism they never decorated themselves like this. Something was off about him; she just couldn't put her finger on it.

Blake was so engorged with trying to figure the man out that she had not realized Roman was talking until Sun asked her where he was going with his speech. Remembering she couldn't let herself be distracted, Blake turned her focus on the human thief addressing the crowd of agitated faunus.

"… you and I _all _have a common enemy: the ones in control, the people pulling the strings, the dirty, rotten humans that run our kingdoms!" As he spoke, the crowd's disgruntled boos became agreeing shouts. "Government, military, even the schools: they're all to blame for your lot in life!" Roman pauses, soaking in the cheers he receives from them. Blake turns to Sun and he turns to her, worried expressions hidden behind both children's masks. "And they're all pests that need to be dealt with! Fortunately, my friend and I are the best exterminators around… no offense to any rodents in the room."

The master thief snaps his fingers and the curtain behind him falls, revealing a massive, highly advanced looking combat mech that sent the whole room into a frenzy of applause.

"Whoa, that's… that's a big robot…" Sun remarks, anxiety clear in his usually carefree voice. Not that Blake could blame him, she had never seen a mech like that before.

"How did he get that?" Was all she could say in response to Sun's observation.

"As some of you may have already heard, this right here," Roman walks over and taps the machine's hull, "is Atlas's newest defense against all the scary things in the world. And thanks to my 'employer', we've managed to snag a few before they, let's say, 'hit the shelves'. Now most of your brothers have already moved down to our new operation in the southeast, where you'll have more of these babies ready and waiting for you… But that's not all we have to offer." Roman steps aside as the savage looking faunus steps forward, hushing many of the excited faunus with a raised fist.

When he spoke, he did so with a voice that sent shivers down her spine. "You are here, all of you, because you have been wronged. Be it grievous or petty, you have all be slighted by humanity in one way or another." Sounds of agreement rush through the crowd again, this time laced with anger and contempt. "We all have been disregarded as lesser creatures. Spurned and spat upon by the same humans preaching peace and justice. Made to be the monsters they fear!"

The sounds grow louder, fists punch into the air in agreement. "And they are right to fear us, for we are superior!" Cheering erupts again at this statement of superiority. "What can a human do that a faunus cannot do better? Nothing! They are weak, fragile, cowardly creatures so drunk on their 'peace' they cannot notice the slumbering beast they prod with every insult made against our race! For this crime, there is only one fitting punishment: death!"

The cheering is near deafening now. The whole crowd was soaking up his rambling like a sponge takes in water. The faunus shouts over the cheering, his voice loud and commanding. "And with what I offer unto you, that punishment shall be carried out."

_SHRIEEEEKK!_

Blake's eyes widened, her ears fell flat against her skull. She recognized that noise.

The cheers suddenly went from supportive to terrified as five kokushi Grimm hopped up onto the stage. The small Grimm turned their eyeless heads at the panic no doubt flowing off the faunus before them, snapping their massive bear-trap like jaws. Yet to Blake's confusion, the Grimm didn't attack them, they just stood there hissing at the frightened faunus.

What was going on? Why were there Grimm here? How were there Grimm here? And weren't any of the White Fang members killing them?

_BANG!_

A single gunshot rang out, and silence followed it. All turned to see the unidentified White Fang member on the stage holster a smoking pistol. He looked over the shocked crowd once before turning to face the Grimm on the other side of the stage.

"Come!" He barked suddenly, jolting several of the recruits and Sun with brusqueness.

Then the unimaginable happened.

The kokushi obeyed him.

Without a second thought, all five Grimm calmly walked over to the man like dogs heeling at their master's side. They stared up at him expectantly, as if waiting for something. No one dared to make even the slightest sound, out of both fear and morbid curiosity. For before them was a spectacle thought impossible to achieve, to see it now, before their very eyes… It was beyond explaining.

Even Blake found herself transfix by it, unable to tear her gaze away.

"Lay down." The man ordered, his voice was low but carried the same power and authority as his shouting.

Authority that the Grimm obeyed again, lying flat on their stomachs without so much as a whimper or hiss of protest.

Apparently satisfied, the man turns to audience again, gesturing to the cowed Grimm beside him with his bare arm. "This is what I offer to you." He said calmly, almost affectionately. "The power to bind to you the wills of Grimm. To make them obedient and loyal servants that will serve you and kill any who dare defy you. With them, you shall take what is rightfully yours!"

He steps forward until he is standing at the edge of the stage, his hands held out at his sides and the five Grimm at his heels. "Join us, and together we shall cast low those who have wronged you, those who have abused you, and those who have enslaved you! Join us, and you shall never again be the slaves of humanity!"

He takes up the axe at his hip, the chains jingling as he does, and thrusts it forward triumphantly. "You shall be its masters!"

The collective cry for blood and vengeance that followed his statement rung in Blake's ears with terrible clarity. The whole building seemed to shake from the volume of it and Blake's heart seized with cold dread.

They needed to leave.

* * *

**~o0o~**

* * *

"I don't know!" The man, know identified as "Junior" Hei Xiong, exclaims as he places his drink down on the bar separating him from Yang and Rojo, the former of which was growing increasingly unsatisfied with the lack of information while the latter wisely stayed out of it as he drank the ginger ale he ordered.

"How can you not know?" Yang presses the club owner, not letting up despite his supposed lack of info.

"I haven't talked to Roman, haven't even _seen_ him since the night you came in and trashed the place." Junior leans forward with a tired scowl on his face. "He paid up front, I lent him my men, and none of them ever. Came. Back."

"Wait, so those were _your_ guys that robbed Dust till Dawn a few months back? The ones Professor Goodwitch nabbed?" Rojo asked suddenly, earning looks from both Junior and Yang, Junior scowling while Yang just blinked at him.

Junior turned back to Yang after a moment. "Who's this idiot? Your boyfriend or something?"

Yang smashes her fist against the bar top, spilling Junior's drink and causing the man to flinch back. "That's not important!" She says forcefully. "What is important is what'll happen to _you_ if _I_ don't get what I want!"

Rojo winced. Yang was getting impatient, and Junior's remark was not helping the matter. Rojo didn't particularly like the man, but he didn't think he could explain or pay for the damages Yang would cause if this got out of hand.

"Yang, he says he doesn't know anything." Rojo says, placing a hand on the blonde's shoulder, hoping it would calm her down a bit. "We've got what we can, let's go."

Yang looks at him for a moment, then back at Junior. With an aggravated huff, she turns and walks towards the exit. Rojo follows close after her, but not before leaving a Lein card to pay for his drink. He hears Junior mumble something under his breath, but doesn't pay too much attention to it.

As they exit the building, Rojo can't help but enjoy not having club music blasting in his ears. He hated that kind of music, wasn't _real_ as his grandfather would say, just loud noise for uncultured savages. Now Vacuo Country, _that_ was music; nothing beats a James Dollar song.

He idly wondered if Yang listened to Dollar.

Speaking of Yang…

"You okay?" He asked. She was walking with an angry air about her. Her movements were stiff and fast, and even from behind she looked like she really wanted to punch something.

"Yeah…" Yang replies with a sigh. "I just… I was so sure he would have _something_ that could help us out."

"Don't worry, Yang." Rojo said, walking up so they were side by side. "Even if we didn't find what we wanted, I'm sure the others have." He gives her a smile, one she returns.

"Yeah, I guess you're right, Cowboy."

"You hungry?" He suddenly asks. "We passed a noodle place on our way here, and I'm aching for some Vale cuisine."

Yang blinks, surprised by the offer, then gives him a big smile. "Sure thing, Cowboy." She responds, snaking her arm over his shoulder. "I could go for some noodles. You're buying though."

Rojo feels his cheeks flush, very thankful for the darkness of night that concealed his blush. Before he can respond, Yang untangles herself from him and mounts her motorcycle. Rojo does the same, but just as they're about to head out, both their Scrolls start beeping. They open them, and are greeted with a frantic sounding Blake and Sun.

"_Everyone! If you can hear me, we need back-"_ Blake's request is quickly interrupted by a panicked Sun.

"_HEEEELLLP!"_

The two friends exchange looks of worry and confusion before returning their attention to the message.

"_White Fang! Big robot! They've got a big robot! A really, _Really _big robot!"_

Rojo pulls his bandana up at the mention of that. He knew what this was going to lead to.

"_That Torchwick guy is in it!"_ There was a brief pause, then, _"Well not, like, I didn't eat him; he's, like, controlling it or something!"_

"Where are you guys?" Yang asks, her tone urgent.

She gets her answer when Blake and Sun run pass them on the opposite street, followed close behind by a giant robot.

"HURRRYYY!"

A second passes.

"Found 'em!" Rojo states quickly, stashing his Scroll and bracing himself for the ride.

"Got it!" Yang does the same with her Scroll just before she revs up the engine and speeds after the mech.

* * *

**~o0o~**

* * *

The forest was loud this time of night.

Nocturnal creatures of all shapes and breeds that woke from their slumber in the fading light of dusk filled the world with their gentle music. Crickets and cicadas chirped, owls hooted, and wolves howled in a beautiful symphony of night.

A perfect tune for the Overlord to enjoy during its moonlit stroll.

It found itself taking these sorts of walks more frequently now, taking in the sights and sounds of the forest that surrounded its Gulch at a leisurely pace. Recent events had left the Overlord somewhat restless, and walking through the wild during nighttime had always provided it with a sense of calm that few other things could.

It reminded the Overlord of the early years, of the time before Dust, before Dustlings. When it was still a young and curious creature, fascinated by every new thing it spied. It had been such a naïve thing then, completely ignorant of the power that dwelled inside it.

So much like its daughter…

The Overlord let its thought drift to that of its little Rose. Silver's absence was the main source of its restlessness, but was not the sole reason for it. During her time at the northern tip of the world, the Overlord had endured her absence from its side through scheming and creating. Its conjuring of the first Thrall masks and the subsequent raids on settlements for hosts had kept the Overlord occupied and distracted.

It had no such reprieve this time. Recent events had taken up much of the Overlord's mind, clouding its imagination and preventing it from devising new Grimm forms. Its daughter was off play the part of a puppeteer with her pet in a ruined nest, forced to suffer the indignity of false servitude to Beastling filth, and Flinch was in the west, securing areas of value for the Overlord. The most critical location had been taken days ago, now she was simply securing the perimeter around it by destroying all nearby nests.

The Overlord did not believe her task would last much longer, and had informed Flinch that it would arrive to personally inspect her prize once the Thralls ensured any and all possible sources of resistance were crushed. It predicted the endeavor would be complete within a fortnight, perhaps less. Flinch was a reliable slave, and would do everything in her power to ensure its demands were carried out.

Yet as its daughter and minions worked and toiled in its name, the Overlord was stuck in a state of idleness, unable to directly contribute to the present ploy against the Dustlings. It had experienced times of indolence before, many times in fact. But in them it contemplated new Grimm designs, strategies, and plans for its future.

This time was different. It was different because this time, the Overlord was not devising new Grimm to use, or strategies to employ, or plans to execute.

It was waiting…

Waiting for the eastern nest to be breached and conquered. Waiting for its Thralls to turn on their Beastling allies with blade and bullets. Waiting for Flinch to inform it on her success in the west. Waiting for its daughter to come home…

Waiting for the chance to right the wrong it brought unto her.

The Overlord halted its stride and let its eyes close as it let out a long, regret-filled sigh.

The memory of Silver wallowing in her sorrow on the cracked streets of the ruined nest still haunted the Overlord's thoughts. Guilt and shame were what it felt when it recalled that image. It had been unnecessarily harsh to her, frightening and humiliating her for something that, as Flinch proved, was easily corrected and thus unwarranted of its wrath.

This only served to further the Overlord's grief and anger with itself. It had overreacted over something that, in hindsight, was an extremely minor obstacle that had been swiftly and soundly overcome once Flinch broadcasted the message regarding the Beastling, Adam Taurus, and his abrupt "disappearance".

But it would right this mistake.

Once the eastern nest had fallen and her detention was completed, the Overlord would show its daughter how proud it was in her by imparting on her the secrets to summoning Grimm of unique description.

The three Grimm she has already created are effective, brutal creatures in all respects, but they are… simple creations. Yes, they are far more cunning and resourceful than its own Grimm, but in the end, they are no different from its hounds, bears, and chargers. They are not like its possessors, its centipedes, or its masks, they do not harbor talents beyond that of simple beasts. But those Grimm that _do_ require special care and rites to be successfully summoned into existence.

Originally, the Overlord planned to wait several more decades before teaching Silver how to summon Grimm like this, but recent events had shown that its heir was more than capable of performing these rites correctly.

She deserved that much at least. Her mind was too great to be wasted on conceiving nothing but 'simple' Grimm for the next few decades. Silver had earned the knowledge to create her own 'unique' Grimm, even if she did not know it yet.

And then, it would take her to the shoreline where she would laugh and play in the water, her adorable laugh filling the air. They would stay there for as long as she desired, be it one week or one year. The Overlord would allow its daughter to indulge in as many luxuries as she desired…

The Overlord's eyes suddenly shot open as it felt the presence of several Grimm approaching it. It turned towards the direction of the creatures, irritation slipping into its mind, but also a hint of curiosity.

The Grimm knew to keep their distance when the Overlord took its walks through the forest. It did not like how their presence would often scare away the beasts and rob it of the night's song. And yet, these Grimm were doing just that, drawing closer and closer to it while scaring away many of the animals.

It was curious to why these Grimm did not obey this unspoken order, so it allowed them to continue. As they did, it reached out and touched their thoughts. They were boars, four of them, one was an elder while the others were of a younger age.

There was something… different about them…. Something that didn't make sense…

The sound of rattling trees and rustling bushes alerted the Overlord to their closeness. The brush parted, and the boars stepped out of the foliage so that the Overlord could see them. They did not move as it inspected them, they only stared back at it with the same burning eyes that all of their breed posses-

… … …

… … …

What was _that_?

The Overlord walked over to the lead boar and grabbed the creature by one of its tusks, yanking it forward. It squealed in surprise, as did its fellows, and instinctively began to struggle against the Overlord's grip before it was forced down to the ground by the Overlord's immense strength.

The Overlord did not care for the Grimm's struggles however; its attention was set on its skull plate.

All Grimm possess red markings unique to each breed, though the overall designs follow the same style.

Each of the Overlord's Grimm possess markings of a savaged, frayed look. Marks similar in appearance to jagged horns, thorny lines, and sharp cuts decorate the white plates of its Grimm, often branching out from the mark that depicts a vague resemblance to its face. Even Silver's Grimm possess their own markings, though hers translate as streams of petals blowing in the wind and climbing vines of thorns, blooming from the open rose image that she and all her Grimm possess somewhere on their bodies.

But this Grimm harbored none of these markings, and a quick check showed the Overlord that none of its pack did either. The red markings were cleanly placed; the lines ran smooth over the surface of its skull.

And at the center of the boar's brow, where the its own mark should have sat, the Overlord instead saw an unfamiliar symbol.

A symbol that stared right back at it…

* * *

**Author's Note: Okay! First off, I am sorry if you thought this was a shit chapter and are pissed I didn't show the mech fight. I wanted to show it, I really did, but I just couldn't figure out how to do it properly given the changes I made and the fact that Ruby isn't there to cut off one of the arms. I was already taking too long on this chapter than I wanted to, and if I had kept trying to figure out the fight scene, you'd be waiting till next year.**

**Now, about the Grimm markings. This was actually an idea that I only recently came up with, and decided it was too good to pass up. After all, it is clear that Salem's symbol is an eye, and that many of her Grimm possess a version of it on their bodies. I just decided, "Hey! What if I did the same with the Overlord Silver?" I find it would fit pretty well given that A.) this is an AU story, and B.) most people wouldn't really be paying attention to the markings of Grimm when they're trying to kill them. I feel it's something that would be mentioned in Beacon study classes however, and I am likely going to implement it in the Mountain Glenn chapter.**

**Also, yes, I the possessor are Geists. Those things are fucking badass. Please note, that I am **_**not**_** giving all new Grimm designs to Salem. (on that note, if the hoofprint Nor and Ren saw in episode two turns out to be a gorebull, I am going to freak {in a good way}). I will be doing this with other, but not all, of the new Grimm presented in volume 4 as it goes on. Also, now that we know the names of the continents and are learning the cultures of some of them in a more in depth way, I will be going back to make small edits here and there. The same applies to character names.**

**I will be posting a rough sketch of the Overlord's mark soon on DeviantArt, this is a mark that will take the place of the eye symbols that many Grimm have and will be different for each Grimm species bit will retain the same basic design.**

**Anyways, Please: Fav, Follow, and Review! Thank You!**

**DeadRich18 Out!**


	26. Chapter 25: Conflict & Resolution

**I do not own RWBY. I do however own the Original Characters.**

**Okay, first off, I forgot to thank Dragon Blitz 85 in the previous chapter. He was a great help with figuring out how to write Breadcrumbs and I couldn't have gotten the chapter done when I did without him! Thank him, and check out his stories!**

**Second off, I need to clear something up. Originally, I was never going to include the mech fight in this story, mainly because of how much it relied on only team RWBY fighting the mech and Sun and Neptune being knocked out of commission. This chapter was going to skip over everything, but then one of my reviewers by the name of **_**Moonbagger**_** sent me a review saying he/she couldn't wait for the fight in this chapter. Feeling guilty, I clarified that it wasn't going to happen. The next day, I wake up, have breakfast, and discover he had written out the scene in about two hours and had sent it to me to as I wished with. It was amazing. I have heavily edited it to fit better, but I will be posting an unedited verison for the Deleted Scenes soon after I update Grimm Heir. Moonbegger, thank you, I mean that. Your scene takes up almost this whole chapter and I am happy to say, it connects everything far better than I could have hoped.**

**Also, besides finals, there was another reason this took longer than it should have given its length. You probably already know if you read the deleted scenes, but for those who don't I will go into further detail in the author's note.**

**Answer Time!**

**Trickster3696: Pimp slap is one way to put it.**

**The Weeping Prophet: The deathstalker is one of the Overlord's Grimm, and if it wasn't, it has the tombstalkers, those giant centipedes the length of trains and capable of detaching themselves into dozens of individual Grimm? Though a spider Grimm would be interesting, if Rooster Teeth doesn't make one first, I might have one made.**

**Varangue: I am well aware that redemption can only happen up to a certain point and I have already planned out what will happen with Silver in terms of this. (Also, what brought this up originally? I forget.)**

**Deathleader: Bingo.**

**Antex-The Legendary Zoroark: I admit, I am testing the waters with that. Romance isn't my forte, but I want to see if I can pull it off, or at least create a relationship that has not already been set and established. That, and for the hilarity of it. LET THE SHIP WARS COMMENCE!**

**Herald of the scourge: That is a question that shall be answered at a much later time…**

**Shadow Walker of Fire: If that happens, then thank God I already have her origins figured out for this story and that this is an AU.**

**5 Coloured Walker: I did the present tense thing there because I was getting a bit tired of everything ending with ed. That, and in some cases, it gives the situation a bit more urgency to it. Sorry if it bugged you. On that note, your mention of sports narration made me imagine the Overlord and Flinch giving commentary on the Vtyal tournament… have fun with that thought.**

**Donnchadh Bracken: I'm not sure yet if they should meet Penny or not, mostly because I never really thought of her as a character. The reason for this is when I first saw Penny it was in Minor Hiccups, so I had no idea who she was or what her affiliation with the team was. She was there, but at the same time not. Then the reveal happened and I was like, "Okay, something cheery, lovable and not entirely important to the plot? When's the execution?" She'll probably appear later in the story, but if it's with team RWBY or not is up in the air.**

**I won't say they've "met" before, but only that. That, and no, she was not a forgotten heir.**

**GameboyNinjaUltimate Icarus: Actually, I don't drink any energy drinks, (stuff is terrible for you) the name was just a coincidence that I didn't notice until one of my reviewers pointed it out for me. If I was aware of it from the beginning, then Rojo probably wouldn't look like he just came out of Red Dead Redemption after taking a detour through Fallout New Vegas. I wouldn't call it a message exactly, more of a chance encounter.**

**Toymaker216: How will our little hellion react? A question that shall be most entertaining to elaborate in the future.**

**To everyone who just wanted to leave a word of praise or engouement: Thank You! You all make this possible!**

**And for everyone who saw the latest episode, all I got to say is shit is about to go down!**

**Nobody called out by Johnny Cash and Kharn the Betrayer references, come on guys!**

**Onto the story!**

* * *

**Grimm Heir**

**Chapter Twenty-Five: Conflict &amp; Resolution**

Blake's heart was racing faster than she was, pumping adrenaline through her system to give her the stamina needed to just keep ahead of the giant battle-mech hot on their tails.

The machine was unbelievably fast for a construct of its size, and incredibly agile too. Blake and Sun had tried to lose it by crossing over onto a freeway, but Roman Torchwick proved himself to be a relentless hunter and pilot as he willed his machine to effortlessly jump onto the busy freeway without breaking its stride for an instant.

The two young faunus ran across the speeding cars, jumping vehicle to vehicle to stay out of their pursuer's mechanized reach.

Blake chanced a glance behind her and was horrified and enraged by the sight. Due to their agility and training, both Blake and Sun were able to traverse the treacherous freeway without endangering the drivers of the vehicles they landed on. But Roman Torchwick did not care for those innocent bystanders before him, and smashed through them without mercy. Utilizing the immense strength of his mech, Roman swatted away cars like they were toys, sending them flying over the edge of the freeway. His ruthlessness and disregard for the lives of these people churned Blake's stomach.

But Blake did not have time to dwell on their fates, she could only pray that most of them managed to somehow survive as she and Sun ran on. Roman would kill them too if he caught them, and after her previous encounters with the man, Blake doubted he would make it quick, especially with something like that at his disposal.

The thief's lack of compassion served them however. As much as she was loathed, to admit it, the traffic managed to slow him down just enough for the two faunus to further the distance between themselves and the mech.

The two had just jumped onto the top of a truck's trailer when a loud explosion rang out over the wind and roaring engines. Blake turned back, terrified by the thought that Roman was unleashing the mech's firepower on the cars that were slowing him down. However, instead of burning car wrecks and holes in the highway, Blake saw smoke billowing off the mech's back as it lurched forward but kept up its pursuit.

Then, Blake noticed the yellow motorcycle to the machine's left driving close but not close enough that it couldn't get out of the way if Roman decided to turn around and deal with it.

She also noticed the yellow hair of the bike's driver and the stetson hat of its passenger.

Despite the situation, Blake found herself smiling. Leave it to her team leader to bring dynamite on what was supposed to be a covert investigation.

"This'll show him," Sun said. The boy pushed his hands together, and his body began to radiate with the subtle glow of his Aura. Suddenly, two golden ethereal copies of Sun flashed into existence. They charged at the machine, advancing with the same grace and swiftness of the original Sun and exploded against its hull in brilliant flashes. Unfortunately, the copies did not hold the same force as the dynamite and didn't even leave a dent in it.

Blake grit her teeth in frustration. The mech's armor was tough. They needed something more powerful to bring it down. Rojo's dynamite might be enough to bring it down, but Blake had no idea how much damage the blast actually did to the thing or how many sticks Rojo had left.

"Blake," Weiss's voice suddenly cried out from her Scroll. "We're in position!"

Blake looked up ahead at a walkway crossing the highway. She could see Neptune standing on top of the bridge, firing his weapon down at the mech, blasting it's hull with high-power electric blasts. As he did this, Weiss leapt down onto the highway, landing in a combat stance right in the path of the approaching machine.

Blake and Sun's ride drove past her, and Weiss stabbed Myrtenaster into the ground. A large sheet of ice spread out across the road. Distracted by Neptune's covering fire, Roman didn't notice the sudden obstacle before him, and ran his mech right onto the ice patch. The sleekness of the ice and the constant barrage of energy bolts from above robbed the mech of its balance, and both machine and pilot were sent skidding off the side of the freeway.

Blake and Sun jumped off the trailer and ran over to where the rest of her team was gathering. Yang pulled over by the edge of the freeway where Weiss and Neptune were now standing, both she and Rojo quickly dismounting the bike to peer over the edge where the mech had fallen.

Only instead of seeing a destroyed mech lying in a large crater, they saw a fully functional and completely undamaged mech _standing_ in a large crater.

"Well that did nothing." Yang remarked dryly, much to the ire of Wiess.

"Hey, it's off the freeway isn't it!" The ice queen shot back.

"We have to destroy that thing." Blake said, earning everyone's attention, "We can't leave something that powerful in the hands of the White Fang."

"Easier said than done." Rojo said. "Armor's as harder than a deathstalker, my stick barely did any damage."

"Come on man, there's six of us and one of it. We can take it," Sun reasoned.

"Something as maneuverable as this is certain to have weak points we can exploit." Weiss added in. "We just have to find them."

Yang smiled and cracked her knuckles. "After the night we've had, I'm down for a little destruction." She then nudged Rojo playfully in the side. "Besides, we never got to finish our fight at the docks, remember?"

Blake watched her sharpshooting leader mull over their options. He looked over the edge of the highway again, and after a moment, made his decision.

"Alright, let's take that bastard down." Rojo said.

Blake felt relief wash over her. Yang and Sun cheered, but she didn't pay it much mind.

They were going to stop this thing. They _had_ to stop this thing. If Roman's words were true, and he had more of these mechs down in the southeast, then each one they destroyed was one less Roman could use against the Kingdom.

With that, Team RWBY plus SN jumped off the highway, and landed on the ground below in ready stances. The mech spotted them, and turned to face them. The thing was truly massive, and it towered over the six teens with an imposing aura of strength and power. The Academy students however, were not intimidated.

Because for all its might and advanced technologies, it could never compare with the sight of a horde of Grimm swarming you like an unending tide of death.

The machine took a step forward.

"Weiss! Yang! Go!" Rojo ordered his teammates, only to find them giving him looks.

Yang groaned in an overly dramatic fashion, "Come ooonnn Rojo, we talked about this," She said, earning a baffled look from her friend.

"Talked abou- what?" Then his eyes widened and he gave her a look of his own. "Are you serious!? At a time like this, _that's_ your biggest concern?" Rojo asked incredulously.

"Uh, guys?" Sun tried to interject, but his words were ignored.

"I have to agree with Yang on this one," Weiss added.

"WHAT?" Rojo shouted. "Are you serious!?"

"Guys…?" This time Neptune tried, only to be met with similar levels of success.

"We _did_ go through a lot of effort working on them," Blake reminded.

Rojo groaned in frustration. "Oh not you too!"

"GUYS!" Both Sun and Neptune shouted, bringing the bickering team back into the here and now.

"Ugh! Goddamnit, fine," Rojo relented. Then, swallowing his pride, Rojo begrudgingly said, "Freezerburn!"

With that, Blake and Rojo jumped away from Weiss and Yang, followed quickly by Sun and Neptune. Weiss stabbed Myrtenaster into the ground, summoning an ice patch similar to the one she used to trip the metal giant. As she did so, Yang leapt high into the air, her fist raised back as she prepared to execute her role in the maneuver. Weiss backflipped away, and let Yang bring her fiery fist down onto the newly formed ice patch.

When Yang's fist impacted against the ice it instantly vaporized, clouding the area in a thick fog. The maneuver was meant to impede team RWBY's enemies sight, but against this foe, it provided them with a very helpful advantage. The fog revealed several laser sights originating from multiple areas on the mech. Putting two and two together, they quickly deduced that these were sensor inferred lasers that, if touched, would alert Roman to their positions.

They moved carefully as Roman scanned the area, but not carefully enough. Yang and Sun tripped one of the lasers and were fired on. The shots landed at their feet and sent the two students flying back. But as it fired on the two, Blake and Weiss seized the initiative and rushed in, attacking the mech with strikes aimed at vulnerable spots. Weiss pierced one of the mech's optic laser-sensors, partially blinding it as Blake slashed at its exposed leg joints.

However, she was unable to inflict any significant damage. After Weiss disengaged the mech, it raised its foot with the intent to stomp Blake into the ground. But before that could happen, Weiss used her glyphs to pull Blake away from the mech, leaving it nothing but concrete to smash.

But Roman's new toy was full of surprises. As the two Huntresses-in-training backed away, two ports opened up on the mech's top, and unleashed a flurry of missiles on the two. Weiss and Blake made a series of back flips to avoid the speeding projectiles. As the last of the missiles came at them, they leaped into the air to dodge the explosions, but ended up exposing themselves. Roman fired the main guns. He missed Blake, but Weiss took a direct hit.

As she was sent flying back, Weiss summoned up her glyphs to support her still standing teammate. A yellow time-dilation glyph appeared beneath Blake's feet, and as its power super-charged her aura, the world around Blake slowed to a crawl.

Another barrage of missiles was launched against her, but thanks to the glyph Blake was able to analyze and neutralize the missiles before they struck. Using her aura, she sent out aura slashes that shredded the missiles apart before ever reaching her. Confident that all its missiles were exhausted, Rojo and Neptune ran past her and towards the mech.

"Let it have it!" Rojo shouted.

Both Rojo and Neptune opened fire on the mech, grabbing Roman's attention. Both boys ran in different directions around the machine, flanking it and holding its attention as Blake charged in and cut at its legs again.

Roman's indecisiveness on which of them to focus his fire on provided Rojo with a perfect opening. As the machine prepared to fire on Neptune, Rojo pulled out a dynamite stick and primed it for a five second detonation time. Rojo then threw the now armed explosive at the mech's exposed flank, somehow managing to impact it against the shoulder joint before exploding. The force of the blast, coupled with its close proximity to the vital area, blew the mech's left arm to bits and sent the massive machine staggering to the ground, its left side blasted and scorched.

"Yeah that's the way!" Sun cheered.

Sun and Yang took their turn now, leaping onto the mech just as it was climbing back to its feet. Yang smashed the protective plating on its back open with Ember Celica and Sun fired his gun-chucks into the opening to deal as much damage as he could. Roman tried to grab at them with the mech's still functioning right arm, but the arm couldn't reach them.

Then, in a move of equal parts desperation and cunning, he hit the reverse, and rammed the mech through a support pillar, but not the second one. Roman was perfectly safe inside the cockpit of the mech, however, Sun and Yang were not, and had only their Auras to protect them from the blunt force of the assault.

Their Auras held out, but the immediate trauma of so much damage was too much for them and they were thrown from the mech's back. As the two fell to the ground, the mech's remaining arm folded in its cannon and brought out its fist which it used to punch the two students into next week.

"YANG! SUN!" Blake cried, terrified by the thought of two of her friends being so brutally hurt.

Rojo ran over to Blake, she turned to him with clear worry in her eyes. No words were spoken, but looks enough conveyed what both were thinking. They ran towards their downed friends, intent on retrieving them before Roman could finish them off.

To Blake's surprise and amazement, Yang was already getting to her feet, completely unaided.

"Come on, help me move Sun!" Rojo growled as he slung one of Sun's arms over his shoulders. "You seriously need to lay off the bananas."

"What about Yang?" Blake questioned, still worried for partner.

Rojo looked over at Yang, now standing tall and defiant against Roman's machine. He then looked back at Blake, and smiled. "Don't worry none, Blake." He said as Blake assisted him with moving Sun. "Yang's got this in the bag."

Before she could protest further, the sound of whirring motors compelled Blake to look back towards her partner. She was surprised to see Yang had managed to pull herself back up, and was now standing defiantly against the mech. As it advanced towards Yang, Blake noticed the blonde's hair beginning to glow. Before she could think to abandon Rojo and Sun in order to assist her friend, Roman pulled the mech's fist back to deliver a killing blow upon Yang.

A blow that Yang caught without budging a single inch.

Blake was stunned. She was aware of her partner's immense strength, but she had no idea it was enough to stop something like the mech. Yang let out a battle cry as she brought her own fist up to strike, and Blake felt her jaw go slack as the blow reduced the arm into a hundred pieces.

The machine reeled from the loss of its arm, but Roman once more proved his surprising skill as a pilot as he steadied the mech before repaying Yang with a kick that sent her flying past her teammates.

"Blake! Ring of Fire" Rojo called.

Blake said nothing as she heeded her leader's orders, (though she was internally pleased that he used the attack maneuver's name), and threw Gambol Shroud at Yang. The blonde caught it, and Blake pulled the ribbon taut, which Yang then used as leverage to transfer her momentum so that she was now gradually arcing her way back to Roman, building up speed as she went.

"Weiss, Sand Blizzard!" Rojo said.

"On it!" Weiss said summoning up another glyph before her partner.

Rojo took a knee, and aimed down his rifle's sights on the mech. The young sharpshooter opened fire, his bullets traveling through Weiss's glyph, infusing each one that passed through with a frosty power. As bullet after bullet registered against its hull, they erupted into clusters of thick icicles that jammed the machine's leg motors, immobilizing it. Defenseless and frozen in place, Roman was unable to do anything as Yang closed in. Releasing Gambol Shroud, the golden brawler of RWBY flew towards the mech with her fist raised, and with a single punch, sent the massive war machine flying back with such force that upon impact with the ground it shattered.

Remarkably, Roman was unhurt. In fact, rather than acting like one might expect someone to act after having what had to be worth millions of Lien be destroyed in such a brutal manner, he seemed only slightly irritated. He even went so far as to brush himself off like nothing happened.

That arrogance faltered for a moment as Yang launched a fiery round from her gauntlet towards the thief. He brought his arms up in an instinctive, but pointless, impulse. That round would likely do to him what Yang's fist did to the mech; the only difference would be that his aura would allow him to survive the blast, leaving him incapacitated but alive.

However, just as the round was about to hit him, a pink blur fell down in front of Roman, shielding him from the blast. The fire crashed harmlessly against whatever had protected Roman, and when it cleared it revealed an opened, pink parasol, undamaged and unburnt by the flames.

The parasol moved away, revealing its wielder to be a small woman with multicolored hair of pink and brown. She rested the parasol against her shoulder, adopting a carefree and confident stance that was emphasized by the smile on her lips.

A smile that Roman also shared as he addressed the six students.

"Ladies, gentlemen… Ice Queen."

"Hey!"

"Always a pleasure," Roman said with a tip of his hat. "Neo, if you would?"

The woman said nothing as she bowed eloquently towards the students. She kept this pose, as if daring them to attacking her. It worked because the next moment, Yang had cocked her gauntlets and charged forward with a battle cry, intent on punching that smile right off her face.

But instead of sending the woman flying into the man behind her, when Yang's fist connected with her, both the woman and Roman shattered like glass.

The confusion lasted only a second as the shrill roar of aircraft turbines drew everyone's attention towards a previously unnoticed Bullhead transport as it flew off. Its passenger compartment door had yet to fully close, allowing all six teens to see Roman and the mystery woman occupying its interior.

"Yeah, you better run!" Sun shouted at the retreating VTOL as everyone convened around Yang, who was glaring at its shrinking form with angry red eyes.

"Looks like he got a new henchman." Yang stated simply, though the frustration of letting them get away was clear in her voice.

"Yeah," Weiss agreed, "I guess she really made our plans… _fall apart_?"

The moment she finished the pun, Rojo smacked his hand into his face with a loud, aggravated groan. "Goddamnit, Yang!" He said over Sun's snickering.

Yang looked at her leader in shocked outrage. "Hey! What do I-"

"Because it was you and your damn puns that encouraged her," he said, pointing at her accusingly, then turned to Weiss. "Weiss, please don't do that again. Ever. I've already got one bad comedian to deal with, I don't need two."

"Hey! My material is way better than that!" Yang countered, ignoring the noise of protest Weiss made in response to unintended insult.

"I thought it was alright." Neptune said, though he was also ignored.

"Guys, this isn't-" Blake tried to cut in, but Yang and Rojo wouldn't let her finish.

"Your 'material' is worse than shoveling fresh manure with no gloves!"

"Guys-" Blake tried again, only to be met with similar results.

"You just can't appreciate good comedy when you hear it!" Yang said with an air of finality.

"Bad puns and good comedy are two very different things-"

"LISTEN TO ME!" Blake shouted over them, earning the surprised looks of everyone present. "We need to get back to Beacon! We need to tell Ozpin what we found."

Confusion filtered onto everyone's face, save Sun's, as he knew what she was talking about.

"Blake, I know you're set on apprehending Torchwick and foiling his plans, but-" Weiss began, but was cut off by the faunus girl.

"No, you don't understand!" She almost shouted, fear and anxiety showing in her voice and on her face. "The White Fang found a way to control the Grimm!"

* * *

**~o0o~**

* * *

"We need to act now, Ozpin!" James Ironwood stated sternly.

"And how would you say we go about acting, James?" Glynda snaps back. "Having your fleet bomb everything southeast of Vale?"

"They have Grimm under their control, Glynda! _Grimm_!" The general reminded her. "We cannot stand here and wait for our enemy to make the first move. We know where they are now, we need to strike before they do!"

Glynda grew exasperated "Always the same with you, James. It's always about putting on a show of military bravado! I swear, you treat every situation like it's a competition of measuring-"

"Glynda!" Ozpin interrupted, finally adding his voice to argument that had erupted after he shared the information gathered by team RWBY with his colleagues.

He had been sitting calmly at his desk up until now, contemplating the recent turn of events while Glynda and James bickered. That is not to say he did not feel a certain degree of stress about the whole thing, he just knew how to hide it from others. A man needed to be calm in situations like this, or at least appear calm. The last thing Ozpin wanted was for his own anxiety over this information to be seen by those who looked up to him and infect them too, especially given the situation they were now in.

The White Fang had control over the Grimm…

In truth, Ozpin was quite terrified. Not because the White Fang had managed to somehow control the creatures of Grimm, or because they had managed to smuggle some into the city.

What frightened him was that he had never anticipated she would do something like this. She was a manipulative and powerful individual who's range of influence was still unknown, but in all the years they've waged this secret war she had never done something as ambitious and risky as this.

Ozpin cursed himself for not anticipating such a move, a common occurrence when it came to her. Every time he thought he had her figured out, she found new ways to catch the Headmaster off guard, even after so many years…

"Well, he does." Glynda remarked quietly, her words reminding Ozpin of the present and stopping him from losing himself in the past.

Ozpin swiveled his chair so that he could face the two. "She's right, James," he said, earning a look of surprise from the general before it is replaced with a guarded expression. "As much as I too want this situation dealt with once and for all, we have to remember that this may go beyond Vale. Beyond Beacon. And that this may be only one part of a much greater plan that we know not the final move. If we act now, we risk falling right into their hands, or worse, spread panic."

James wasted no time with his rebuttal. "I have served you faithfully for years…" He began, his voice raising with disbelief and outrage. "But if you mean to tell me that after learning what we have, you really plan to just hold the defenses and wait–!"

Ozpin shoots up from his chair, "It is _not_!" He shouts, startling both Glynda and James with its volume. Ozpin rarely shouted like that. He quickly collected himself before continuing. "You're a general, James. When you go to war, who do you send in first? The flag bearers, or the scouts?"

James Ironwood looks Ozpin dead in the eye. "They have _Grimm_, Oz." He sates simply. "Grimm. We cannot just continue to act like nothing is wrong, we need to act now and my army is our best bet at containing this before it becomes an actual threat."

"And how do you think the people of Vale will react when they hear your fleet's guns firing into the wilderness?" Ozpin countered. "We have no idea where in the southeast the White Fang are, and until we do, we cannot risk causing a panic by bombarding the countryside.

"We wait." He stated firmly. "Until we know their exact location, we wait to engage. We stand to accomplish nothing if by trying to remove one threat we invite another to takes its place."

Vale was a peaceful kingdom, its people were not used to conflict, and its council even less so. Ironwood's fleet and army were only allowed clearance after days of bargaining, and even then, they were received with trepidation. If the people woke up to find those massive warships that had been looming above their city suddenly gone without explanation only to hear the booming of canons in the distance, Ozpin was fairly certain they wouldn't think it was a live fire exercise…

They'd panic, and that panic would draw the Grimm, which would cause even more panic, until the city of Vale was beset by an entire horde of monsters howling for blood.

It was his duty to ensure that would not happen.

"And how do you suggest we find their exact location?" The general asked, his tone challenging but slightly curious.

To that, Ozpin simply answered with, "We send in our scouts."

**~o0o~**

He had just finished fighting a pack of Grimm when he felt his Scroll vibrate in his pocket. A scowl made its way across his face as he reached for it. His sour expression didn't lighten when he saw who it was from, if anything, it worsened.

He had been out here for months, finding out as much as he possibly could without getting killed, and _now_ they contact him.

He had been beginning to wonder if his messages were getting lost or something since he never got a response from them.

Whatever.

He opened the message with a flick of his finger, and his scowl was replaced with an expression of curiosity.

_Situation has escalated. Return to Beacon now._

There was no clever wording, no allusions to something else in the message, only a straightforward message that required his return.

A part of him was worried. The messages were always supposed to be carefully worded to reduce suspicion if someone found a way to intercept them. Things must be pretty serious back in Vale if he was willing to forgo this.

Another part of him felt irritated, however. He was obligated to follow the order, it was his duty as a Huntsman and as part of the brotherhood. But if he did, he'd be abandoning his search for her.

He thought it over for a while, weighing the pros and cons of each option, seeing which outweighed the other more.

Finally, the decision was made, and Qrow Branwen left for Beacon Academy.

* * *

**Author's Note: A shorter chapter than usual, and I apologize for it, but I just couldn't fit more into it without it feeling forced. And Qrow's finally showing up, yay! How will he react to everything when he arrives at Beacon? Will he even get there in time? Will he threaten to castrate Rojo if he thinks our young cowboy is putting the moves on his niece? We'll have to wait and see!**

**Also, to repeat my statement made in the deleted scenes that I feel many of you likely do not read, (I don't judge, they are deleted scenes for a reason after all). That statement is that I am getting back into playing the actual Warhammer 40,000 tabletop and have been busy writing the fluff for my home brewed Space Marine Chapter! Why do I bring this up, you might ask? Well I miiiiiight decide to do a crossover with them and RWBY, probably a one-shot. An image and extremely brief overview about them can be found on my DeviantArt page.**

**Tremble, Foes of the Emperor! For the Black Lions of Salem have come! Glory to the faithful! Death to the heretic!**

**I have most of the fluff down, but if you want to learn more about them, or suggest characters, then send me a PM!**

**As Always, Please, Fav, Follow, and Review! Thank You!**

**DeadRich18 Out!**


	27. Chapter 26: Questions Without Answers

**I do not own RWBY. I do however own the Original Characters.**

**Sorry this took so long! I was busy with my new space marine army and a lot of other stuff for Christmas. So, we finally got some more lore on Remnant, not going to lie, I was disappointed with the show's origins for the Grimm and life on Remnant in general. Before you all ask, I am not going to implement the Two Gods in my story due to my already established lore about Remnant. Not sure about the relics however, might have them, might not, depends on how things go.**

**Answer Time!**

**S058: Not really sure what "ape canon" is, so I can't really argue my reasons for it. If you recall, all the paladins were stolen, not produced, by the Roman Torckwick and were never distributed on a wider scale, they all stayed in Mountain Glenn. Of course, with the Red Wolves around, it is likely a few of them ended up in the Wolves hands.**

**Also, DIE HERETIC!**

**Knight7572: You'll have to wait and find out.**

**Axel Fones: You forget, these are teenagers, not battle hardened veterans. They've yet to experience true hardship and so regard most conflicts leading up to the breach with a hint of overconfidence, at least, in my opinion they do.**

**PikaMew1288: The one he likes more.**

**Mysterious man: Hmmm, by that logic, Salem from RWBY is also a pacifist, but then why would she be trying to take over Remnant in such a violent manner then? Also, DIE HERETIC!**

**ChuckTheEon: A very humorous take on a situation that will likely be just as mind breaking for Salem as you described here.**

**Shadow Walker of Fire: He has it, but he has no idea who or what the red blur on the nevermore was. I would say he probably won't show it to Qrow because he wouldn't assume Qrow had any connection to it.**

**GameboyNinjaUltimate Icarus: Ozpin may know a lot, but he is far from all knowing, as the events of the Fall of Beacon showed us.**

**Minesniper: It could mean that, wait and see.**

**The Weeping Prophet: She will eventually, but the arm is uncertain.**

**Crow-DarkHeart: Answer; yes, she can.**

**Phantom Miria: I based them off the Night Lords legion. Though I actually had the one Thrall who gave the speech in the warehouse based of Kharn the Betrayer.**

**Noah141232: I wouldn't know how to write that.**

**Percy Morgesten: If I did that, this story would never get done. Also, this is an AU story, meaning that aspects from the actual show may not appear in it. I personally believe Summer is dead and not coming back just because I can't stand those shows where it turns out everyone that was dead was actually just somewhere else.**

**Antoninjohn: A very interesting idea.**

**I apologize for how short this chapter is. I feel like a lot of chapters will be on the shorter side for a while, but they might not either, we have to wait and see.**

**Onto the Story!**

* * *

**Grimm Heir**

**Chapter Twenty-Six: Questions Without Answers**

They were such magnificent creatures, the Grimm. Nothing in the world could match their purity, their… malleability.

They could survive almost anywhere, be it the ocean, the sky, the mountains, or the deserts, all were homes for the Grimm. It was easy for them, child's play really. After all, these places were only harmful to creatures with a mortal disposition, creatures that require food, water and rest to survive, things that the Grimm had no need of. All they needed to do was kill those creatures that offended Him with their mere existence.

He had created so many Grimm to exterminate these pests, so many different breeds, scores of them, hundreds of them! Each species so different yet so alike in their drive to destroy, to rend flesh and tear metal.

And to serve Him…

They were His sword. His right hand. His black scythe with which He reaped the ancient and forgotten civilizations of Remnant, destroying their very memory from history and leaving the ruins of their works as the only indication they ever existed at all.

And soon, another civilization would join these forgotten dead cultures. This time of peace they so enjoyed would be ripped apart, replaced by a war so terrible and world changing that the mere memory of it would haunt a hundred and one generations yet unborn.

It would be a war brought about by her… for Him.

For years, she had plotted, gathered allies, patiently waiting and watching for the right moment to strike. Her servants searched tireless for the biggest threats to her plan, like the Maidens, (nothing but a gaggle of over-glorified children oblivious to the great powers they possessed). One had been found already, but was spirited away before she could be dealt with.

It mattered little. That arrogant old fool only prolonged the inevitable. They would all be dealt with soon, and the Four Kingdoms of Remnant would fall, one by one, and she would finally meet Him, face to face, for the first time.

The thought alone sent her heart aflutter.

He had been as busy as she had these recent years, crafting new Grimm to fight and kill. She too had created many species, powerful beasts capable of great feats, though none were near the level of His creations. He took far more consideration than she did in creating Grimm, this she knew. All were made with a purpose in mind, a role to fill. Often such roles were easily deduced, yet some were not so clear.

As was the case with the two Grimm in the photographs her pupil had sent her some time ago.

They were such unique Grimm, unlike any she had seen before. They were mysterious and deadly, few have ever survived an encounter, and fewer still lived long after that. So terrible were these creatures, so feared by their prey, that their mere presence could drive an individual insane.

The Siren and the Direwolf…

She knew very little of them, a commendable feat when one considers it. Her Seers were not easy to evade, yet these two managed to do just that, unwittingly so as well. It was only through adding the Red Wolves to the fold that she now possessed this, the first and only physical evidence of their existence.

Not for the first time, she regarded the boldness of their designs, the uniqueness inherent in each of them.

One was lithe and serpentine, with an almost human nature to it. The other was massive and powerful, a beast in every aspect of the word. Both were menacing and surreptitious; she held no doubts towards the rumored ferocity of either creature, though such gossip hardly did them justice in her eyes.

And yet… there was a stark difference between the two, a difference that went far beyond physical appearances. Something she could not discern.

Not for the first time since acquiring the images, she found her gaze drifting to the visage of the Direwolf. Something about this lupine Grimm was strange, there was something about it she did not see in the Siren nor any other Grimm before.

Something in its eyes…

She traced her fingers over the image of the Direwolf, her mind in deep thought. What was it, she wondered. What made this Grimm so different from the rest? The question nagged at her. She was not fond of ignorance when it regarded Him and His creations.

Such irritations had become more numerous in the past years. Her traps were about to spring, her plans ready to be fulfilled, her undivided attention was required to ensure a perfect execution, and it took from her the time needed to enjoy her most favored… pastime.

A sudden thought struck her. Perhaps… perhaps this Grimm was His First Grimm. Perhaps it was some manner of prototype, to test His powers and pave the way for the rest of His creations. It did share many similarities with His beowolves, (how she wished to know to know their true names, the names He gave them), maybe this Direwolf was the first of their kind?

Yes… Yes, that would explain a great many things about it. This must be an ancient and powerful Grimm, created when the world was young to hunt down those its master deemed unworthy of existence.

But should that be true, why has it only now made itself known? How had it evaded the attentions of others for so long? Had it been asleep all this time and only recently wake? Had the rising tensions of the world lured it from its hiding place? Or had its master roused the beast Himself, with a plan and purpose in store for it?

This last possibility sent shivers of dread down her spine, for it meant His own plans were set in motion and that her own may in some way interfere with His own grand schemes, angering Him and potentially ruining any hope she had of entering His good graces.

The urge to halt everything rushed through her, but she quelled it quickly.

It was too late now. The board was set, the pieces were in place. Too much had gone into this to stop it. They could only press on and hope that if this unfortunate circumstance come to pass and they do indeed complicate or ruin His plans that He will be merciful and forgive them.

Or at the very least, forgive her.

_Knock, knock!_ The unexpected sound brought her gaze away from the Scroll and towards the closed door of her private chamber. _"Ma'am? May I enter?"_

The voice of one of her trusted followers, Watts, called out from the other side of the door. She closed the Scroll and placed it on a small table carved from bleached bonewood before bidding the doctor entry.

The door opened with a careful hand, just the right balance of urgency and trepidation was applied in the action. It made her smile briefly, knowing that members of her circle still feared her even after gaining their seats at her table yet tried so hard to appear accustomed to her.

The doctor gave her a cordial bow of his head once inside the room. She returned the greeting with a small nod, "What is it, Watts?" She asked, her was voice calm and neutral, but the underlining tremor of annoyance still slithered beneath it.

He stood straighter at the question, giving another bow of his head. "Forgive me for intruding on your musings, Ma'am," he said with a tone of respect and remorse, "But you may wish to know that we finally found one."

Salem blinked.

Then she smiled. "Have you now?" She said, approaching the man with a rare glint of excitement in her eyes.

A proud, if not nervous, smile was likely forming beneath his mustache as Salem drew closer. "I have, and as you ordered, I managed to take a sample of it for you. I have a vial of the substance in my laboratory, if you wish to-"

"I do, Watts, thank you." Salem said as she walked past the man in her doorframe and into the empty corridors of her home. Footsteps echoed through the hall as Watts followed her from a respectful distance.

She moved with an uncommon eagerness in her gait. Her strides were longer, her normally silent footfalls whispering the softest of sounds with each step she took. They were barely noticeable things and the darkness of the halls made them impossible for a human such as Watts to see. Only Tyrian, with his species' inherent night vision could possibly make out these subtle changes in her movements.

Her smile grew slightly as the thought of Tyrian's reaction to learning of what he missed entered her mind. Normally, she was indifferent towards her assassin's sporadic bouts of emotion, but today was not a 'normal' day and the mirth born from Watts' achievement was affecting more than just her movements.

The little scorpion would be consumed with his own insane blend of jealousy and exuberance upon learning of what would transpire today. Salem briefly wondered if it might be the final nail in the coffin for Tyrian's sanity, but then remembered it had been shattered long ago.

Despite the amusement his fit might entail, Salem did feel the smallest pang of pity for the madman. He was her most loyal and devoted follower, even going so far as to venerate her as a goddess, something she would never truly be until she finally joined Him as His bride.

For one such as him to miss something as monumental and divine as this was almost heartbreaking, in a way… almost…

In the end, Tyrian was nothing but another piece on the board. An important and valuable piece to be certain, but a piece nonetheless. His feelings were of no consequence to her just so long as they did hinder his performance.

Salem closed her eyes to push these thoughts aside. They were not important right now, only distractions, irritating flies that buzzed through her skull. She needed a clear mind for what was to come.

For soon, Salem would add another of her lord soon-to-be husband's beasts to her own dreadful menagerie, and such a thing required her complete and undivided attention.

* * *

**~o0o~**

* * *

"Anything?" Rojo asked Blake, looking up from his book.

"No," the girl replied, not even bothering to tear her gaze from the pages of her own book.

"Keep looking, there has to be something." He responded before resuming his research.

Since that night in Vale, this was all the two members of team RWBY had been busying themselves with; looking for anything that might help them find out what the White Fang were up to, and more importantly, how they figured out to control Grimm.

They divided the work. Blake focused on figuring out their objective while Rojo searched for any references to Grimm control the academy's library might have.

So far, they had come up with nothing. All Blake had to go by were her old journal entries from her time in the Fang, and all Rojo could find were repeated examples of failed attempts to tame the creatures of Grimm. They weren't about to give up though. They would find something, they _had_ to find something that could shed some light on this.

Rojo's eyes began feeling heavy, he gave himself a few slaps on the cheek to change that. He couldn't sleep now, neither of them could, there was too much at stake.

He reached for his mug of coffee, but when he went to take a sip he tasted nothing but air. He looked at the mug, and noted it was completely empty. An irritated growl left his lips as he set the cup back down with an audible thud.

He'd get more coffee later, after he found something.

"So, this is where you two have been hiding!" A familiar and happy voice cried out.

Neither Blake or Rojo looked up to greet their teammate. A brief silence surrounded the table before another familiar voice was heard, this one irritated rather than friendly.

"You missed all our morning classes today, same as yesterday!" The voice of Weiss scolded. "Do you know how far behind you two are?"

"We have more important things to worry about than classes, Weiss." Rojo retorted, still not looking up at his partner. "We need to find out how the White Fang got Grimm under their control."

"And what their planning to do with them." Blake added.

Yang let out a groan. "Are you two _still_ worked up about all that?" She asked, Rojo just grunted. "Cowboy, we don't need to worry about it right now. Ozpin is handling it, wasn't that the whole reason we told him in the first place?"

"That was before we learned they had Atlas war machines, before we learned they could control Grimm." Blake answered in with a tone as sharp as her weapon, looking up from her book to land her two teammates with an annoyed glare. "If you and Weiss want to just pretend like none of that worries you, be our guests, but Rojo and I are actually trying to figure out the how and why of this whole thing before it's too late. So, if you could be so kind as to leave us to our research, we'd greatly appreciate it."

"You're running yourselves ragged!" The irritation was clear in Weiss's voice. "If you keep this up, neither of you will be fit for when we go out on our first mission, let alone the tournament. You need to rest."

"Rest is for the dead," Rojo growled. His patience was growing thin. "It's for the dead and the dumb. You wanna be dumb and ignore what we found that night, fine, but we don't. We wanna make sure you, and all these other idiots don't go from being dumb to being dead. So, as Blake kindly asked already: _Leave_." He finally looked up at them when he said that, glaring at them with frustrated bloodshot eyes that gave him a maniac look. Rojo didn't care if it was harsh, he was sick and tired of those two nagging him and Blake and doing nothing to actually help them figure this out.

Weiss stood there for a moment, digesting his words, then _hmphed_ and left without another word. Yang hung back for little longer, giving her friend and her partner concerned looks before following the heiress out of the library.

Neither Rojo or Blake said a word to each other as the two quickly resumed their research without interruption.

**~o0o~**

"I can't believe those two! How pigheaded can they be!? Don't they see the damage their doing to themselves? Urgh! Well I tried to be nice about. If those two want to waste away chasing after answers, then they better not come crying to me when they…"

This was pretty much all Weiss had been doing since they left the library. Students from the visiting Kingdoms gave her strange looks as she walked past them, but the Beacon students knew better than to annoy an angry Weiss Schnee with what she might interpret as judgmental glances; especially when one took into account that her companion was in a similar mood.

Yang wasn't nearly as expressive as her teammate in her displeasure, but that was because she was busy thinking about the two reasons responsible for their sour moods, one more so than the other.

In all the time she'd known Rojo, this was the first time she'd seen him acting like this. Sure, he could be stubborn sometimes, but this was something completely different. He seemed driven, obsessed even, with figuring out how the White Fang were able to control Grimm.

Out of all they'd learned that night, the Grimm were what Rojo was the most hooked on. It was all he seemed to care about, not what the White Fang might do with the Grimm or how they got them into the city, Rojo only wanted to know _how_ they controlled them. It was like he thought if he figured that one mystery out it everything else would make sense, or something.

Yang knew Rojo hated Grimm, their whole team knew. He lost both his parents to the Grimm in what was one of the most terrible massacres in recent history. After something like that, he was entitled to hating those monsters, more so than most, but Yang didn't believe that hate was a good enough excuse for what he was putting himself and Blake through.

It honestly reminded Yang of herself, the way Rojo and Blake were acting. Back when she was a little girl without a mother, back when she wanted to know the woman who abandoned her and Dad…

Back when her stupid stubbornness cost her Ruby…

…Wait, maybe she could use that to-

"YANG! Have you been listening to anything I've been saying?" Weiss's voice interrupted the brawler's train of thought, bringing her back to reality. They were back in their dorm room and Weiss was giving Yang an irritated look.

Yang rubbed the back of her head and smiled apologetically at Weiss. "Something about how those two are being idiots?" She guessed jokingly.

Weiss huffed loudly and crossed her arms over her chest. "I was saying we need to figure out a way to get those two to take a break." She answered. "They're not eating, sleeping, and if they keep skipping classes like this they could get expelled. We need to do something!"

"I know, Weiss," Yang sighed as she walked over to her bunk to sit down, "But those two are as stubborn as you are rich."

"Was that an insult or a compliment?"

"Probably neither." A familiar, but unexpected, voice answered.

Weiss let out a startled shriek and Yang jumped back in surprise as both were made aware of a third presence in the room, well sort of in the room, with them.

Leaning against the open window frame of their dorm room was a roguish looking man that appeared to be entering his fifties. He wore a gray collared dress shirt that featured a long back, and a pair of matching black dress pants. A red, tattered cloak hung from his shoulders, idly flowing in the evening wind. His red eyes gleamed with mischief, and a small, knowing smile graced his stubble covered face.

Yang knew this man, she had for her entire life. He was what she and everyone else here was training to become. And as he stood there, meeting their shocked expressions with a calm gaze, Yang said the first thing that came to her mind.

"Uncle Qrow!?"

He took out his flask for a quick swig of whatever alcoholic concoction he kept in there before answering. "Yup, so how's my favorite niece doing?"

* * *

**~o0o~**

* * *

Watts' laboratory was a sight to behold.

It was a very bright room; an uncommon commodity that Watt's required for his experiments and studies. Scientific instruments of every kind were arranged all throughout the room, from beaker racks to microscopes. Glass jars and cases filled with preserved specimens lined the walls and shelves of the laboratory like trophies on a hunter's wall. It held a very cluttered and cramped appearance, yet was actually quite spacious in reality A dozen strange smells permeated the room, lingering byproducts from the doctor's more recent scientific endeavors.

Salem ignored all of this, she was focused only on her prize.

She could feel it's presence, since before she entered the laboratory. She could feel the hatred and fear and the hundred other emotions that filled it like blood.

"It's just this way, Ma'am." Watts said, moving through his workspace with practiced ease. Salem followed him, though not out of any real need for direction, it was mostly to… reward him. Watts and the others had spent months trying to locate her prize, enduring many challenges to retrieve it. It felt only right that the one to acquire the sample should also be the one to personally present it to her.

Watts led his leader to a door at the back of the laboratory. It was an unassuming thing, barely noticeable amongst the organized clutter of everything else. An adequate enough hiding place for her prize, she supposed.

The doctor fished out a key from his pocket and unlocked the door, holding it open for Salem. She walked through it and into the other half of his laboratory.

As a man with medical expertise, Watts required not only a place for study and experimentation but also one for medicine and practical use. It was the model image of a doctor's office, albeit one who did not believe in the needless prattle of health safety and patient comforts.

This was where her prize was.

Watts shut the door behind them and walked over to his desk where he retrieved a small case from its drawer. He walked back to Salem and presented the case for her to take. She did so, and it took all her will power not to rip the case open and take what was inside. Instead, she calmly lifted up the lid of the container to reveal its contents…

Her prize…

The tar-like substance of a Grimm spawning pool, safely persevered within a simple glass vial.

Within this deceiving half-fluid were the blueprints for an entire species of Grimm and the capability to create them. Just one pool of this was enough to create scores of Grimm in only a few days and an army's worth in a few weeks. Hundreds of these pools already littered Remnant's wilds, hidden for thousands of years as they constantly brought forth Grimm to fight and kill in His name.

And with this sample, she would too.

Salem took the vial out from its case and unsealed it. A pungent odor similar to rotten flesh submerged in sunbaked animal vomit quickly snaked its way into her nose. She resisted the urge to gag, and instead breathed deeply the horrid aroma so that she would be accustomed to it. A minute passed, then two, and at the start of the fifth minute, she felt she was ready.

Salem brought the vial to her lips and raised her head back as she drank the substance. It tasted twice as vile as it smelled and was so thick she nearly had to chew it. It burned inside her mouth, scalding her tongue and throat. She nearly spat it back up, but managed not to, and with one final gulp, Salem swallowed the last of the fluid with a shudder.

For a minute, nothing happened. Then, with sudden and terrible force, Salem began to cough violently. She dropped both the case and the vial to ground in her fit and nearly joining them had Watts not held her stable.

A terrible pain in her stomach soon joined the coughing, followed by bone chilling cold all over her body. Watts said something, but she could not hear him anymore, she was too engrossed with the battle raging inside her. It was something she could not afford to distract from, for if she did she would most certainly die.

She would not die though. She has fought this battle many times before in the past and triumphed each time, this would be no different.

Only this time, it _was_ different…

For just as it seemed victory was hers, a terrible pain struck her mind. Images, memories, crashed into her thoughts like waves over rocks. Salem had expected this, she had experienced it before. These were His memories, things He had once seen and heard and felt thousands of years ago. Such memories existed in all His creations, for reasons known only to Him.

Only these were not His memories…

These memories were… different, unfamiliar experiences; distorted and without focus. Sounds were muted and feelings were muddled. She could make out no true clarity in anything she saw, felt, or heard. It was as if she had been robbed of all her senses save for her ability to feel pain.

Then, suddenly, everything went still. The visions gained focus, the sounds became clear, sensation returned to her, and she saw _Him_. The Overlord. With the cleanest clarity, Salem saw His imposing form in all its eldritch glory. She could track every marking on His body, make out each individual hair on the trim of His dark cloak, see the pride His in eyes as he looked down at her-

Wait… what-

But it was too late. In this briefest of distractions, Salem's focus was undone and everything began to unravel. The memories vanished, leaving Salem with a mind void of all thought before a wave of agony ripped her from her unfeeling bliss. It was a disturbing kind of pain, for it felt as if some form of limbless, boneless, shapeless creature was crawling its way _up her throat_. Before she could realize what was happening, she was down on all fours, mouth gaping wide as a massive ball of black sludge rolled out of her mouth and landed on the floor with a heavy wet splat.

Salem watched as the ball writhed and wriggled on the floor like it were alive. Then it suddenly inflated to massive proportions before bursting in an equally unexpected fashion. The action caused Salem to instinctively reel back in surprise. This did nothing to protect her from the explosion itself, as Salem found her entire front covered in the viscous fluid. Her hands quickly went to wipe the fluid from her eyes, but as they did a strange sound entered her ears.

_Sherrugurgurlgururl!_

It sounded as if it was right in front of her. She quickly resumed her paused action and cleared her eyes of the invasive substance, granting her the ability to see once more and to locate the source of the odd noise.

What she saw terrified her.

Laying on the ground, surrounded by splattered puddles of the black sludge bubble, was the prone form of a kokushi Grimm.

Only this one was not… _developed_…

Its soft skin glistened under the medical lights of the room, slick with the birth fluid it had spawned from. Its legs were bent at odd angles, possessing no feet or talons and ending in miserable little stumps. Its head lay lounging on the ground, its neck too weak to hold it, (what there was of it), up. The creature's entire lower jaw was missing, just gone, leaving its fanged beak to scrape against the stone floor of the room.

It raised its head suddenly in Salem's direction, jolting the dark lady. The thing's head trembled from clear exertion, but it did not seem to care. Black fluid sprayed out of what she assumed was its esophagus as the stillborn Grimm gave one last gurgling shriek before falling down dead.

Leaving Salem to gawk silently at what she had just witnessed.

* * *

**~o0o~**

* * *

Silver was just about to lay down for sleep when a disturbing shiver traveled up her spine and a tingling sensation filled her veins. It shook away any drowsiness she felt and left the heir of Grimm propped against Pup's warm body with a confused expression on her face.

'_Did you feel that just now, Pup?'_ Silver asked her fluffy friend, but Pup could only tilt his head and whine in confusion to her question, answering her question in his own oblivious way.

'_I felt something just now, a shiver up my spine, a sting in my veins. It was like nothing I have experienced before.'_ At her elaboration, the large hybrid brought its head closer to Silver so that he might try to smell what ailed her. Silver squinted her eyes as Pup's hot breath blew in her face, knocking back her hood like a powerful gust. His efforts were fruitless however, and the hybrid could do nothing but stare curiously at his mistress.

Silver was as clueless as Pup was, and maybe a little irritated too.

She had been spending days inside the mind of that puppet Grimm with barely a moment's reprieve, and it was starting to become a bit taxing. She had been hoping a good sleep might do some good, but that strange feeling had robbed Silver of the desire to sleep while graciously leaving her exhaustion intact.

Silver growled in frustration and quickly sat up. She paced around her hideaway, unable to think of what else she might do to pass the time until she could sleep again, but even her slumber did not guarantee an escape from the stress of her assignment. A recurring dream had been plaguing Silver's sleep since Daddy chastised her for her impulsive behavior regarding the Beastling called Adam Taurus.

It was always the same: Silver would find herself in a forest of ashes, find a Dustling structure, go inside it, walk down a hallway, open a door, see a pair of lavender eyes with a mane of flaming hair and wake up after hearing the words, _"Come back to us Ruby"_.

First she had to deal with that accursed white cloak when she was a sprite and now she had eyes with hair coming after her. Why did dreams have to be so damn strange? What purpose did they serve anyway? Silver truly questioned if they actually had one at all. They only ever managed to terrify or confuse her, something she could do well without.

Still, Silver supposed these dreams could be worse. The eyes at least did not try to strip her of her Grimmhood by burning and blinding her, like the damned cloak did. And they only showed up at the end of the dream. In fact, the eyes didn't really seem to _do_ anything in her dream, they'd just stare at her weirdly; so why was it that Silver found herself focused more on them than anything else in her dream?

Had she known a Dustling with lavender eyes before her father found her? Was that Dustling dead, like her mother? So many questions, they made her head ache. Silver walked over to the side of their hideout where the remains of a window were. She gazed out at the underground nest, regarding it with disdain.

It was like some foul parody of her home, perverted by Dustling hands. There was no natural beauty in these caverns, no ceiling of glowing fungus lighting up like a second night sky or underground streams babbling calmly through the rocks, only gray stone husks of Dustling structures.

Silver would need to make sure this place was destroyed when they were finished with the nest. This cavern belonged to the Grimm and Silver would not see them suffer the presence of these unnatural things.

Something caught her eye in the distance, three figures of white among the sea of gray hues. A Beastling patrol under the command of a Thrall.

Silver watched the Thrall order them around with a smile on her face, enjoying the sight. Beastlings and Dustlings were only good for slaves, Flinch and the Thralls proved that. These Beastlings, in their arrogance, believed the Thralls to possess free will and had made the choice to separate from their 'White Fang' on their own. They such ignorant creatures, blind to all that was right in front of them.

Silver would enjoy the taste of their horror when the consequences of that ignorance finally caught up to them, the thought alone was enough to banish her earlier irritation over losing sleep, and the heir found herself thinking of the many different reactions the Beastlings would express when the trap was finally sprung.

Yet as she fantasized of their terror, the memory of the lavender eyes hung in the back of her mind, refusing to leave her thoughts completely. And when the desire for sleep finally returned to her, Silver went to sleep not with the mental image of butchered Beastlings in her head, but the sight of two lavender eyes staring back at her…

* * *

**Author's Note: Lots of cliffhangers in this chapter, huh? Not going to say much else in this note, not a lot going on in my head. Well, I hope you liked it anyway!**

**And if you're going, "Wait, why's Rojo going all Blake on us? Didn't he want to stop that from happening?" The answer is actually quite simple. Rojo's not doing this to figure out what the White Fang will do with the Grimm, its to find out if they, or whoever provided them with the ability to control them, was responsible for the Grimm attacking the train eleven years ago.**

**As Always: Please Fav, Follow, and Review! Thank You!**

**DeadRich18 Out!**


	28. Chapter 27: An Unexpected Move

**I do not own RWBY. I do however own the Original Characters.**

**I AM SO SORRY ABOUT THE WAIT ON THIS ONE!**

**This was a REALLY hard chapter to write. It was just… just… I can't really describe it. I'll just say it nearly gave me writer's block and leave it at that. I actually think this would have taken longer if my good friend DragonBlitz85 had not helped me out. He managed to set a foundation for me that I desperately needed. So once again, thank you Blitz, without you this chapter would likely be coming out next month.**

**However, there is something I need to tell you guys just so you don't get upset later. I AM NOT WRITING OUT THE DANCE! That's right, it is not happening. Both Blitz and I have given it a lot of thought, and neither of us can think of a good way to implement the dance without it feeling completely out of place. I'm sorry for those of you who were looking forward to Rojo dancing with Yang and possibly becoming a thing, but it won't happen. That is NOT to say I will completely ignore the dance, there will be mention of it made in the next chapter, but that is all.**

**Onto other news, Volume 4 has ended, and now I wait for Volume 5! I must say, I have a lot of mixed feelings with this volume. On one hand, it showed us more of Remnant, its cultures and history. On the other, it felt incredibly short and underwhelming. I refuse to believe that Blake left Vale after NINE FUCKING MONTHS and Sun had been following her for the whole time. I also refuse to believe that Yang found a ship, got Anima, and reached Mistral all during the ending monologue. So, to spare my brain, I am just going to assume those arcs were taking place at different times relative to whenever we cut to team RNJR.**

**Anyway, enough of that, let's get to the review answers!**

**Answer Time!**

**S058: Thank you for clarifying that for me!**

**Foul steak: I would be lying if I said you were incorrect in your assumption.**

**Sinnerlust: It's not that I dislike their explanation, it's just I feel they could have done better than just say it was Gods. Also, it still doesn't explain why the moon is shattered, or why the Grimm only attack people now when they were supposed to kill everything. For the Yang thing, I doubt the Overlord would make another hybrid, even if it could. Remember, it was only able to turn Silver because of how young and pure she was. Yang is not only older, but far less pure too. **

**MarkAntimony: Cue the late 80s sitcom music!**

**The1oracle: We'll have to wait and see, won't we?**

**Shadow Walker of Fire: You will need to wait and see, also, tell Slender I say hi back!**

**Crow-DarkHeart: I did, I said yes.**

**Sokat: OR… I am waiting for the right moment to slaughter everyone in a glorious, bloody fashion? Also, as the last episode showed us, the one with the thickest plot armour in this series is Qrow. Anyway, just because he didn't die then doesn't mean he won't die later, maybe.**

**Guest: …? So did you want me to put your OC in the story or something?**

**Flametusk: They could have been, but they aren't.**

**Kaioo: I assure you, that will not happen.**

**Phillibe: DIE HERETIC!**

**1\. I am happy you like him. Rojo was not actually part of the original story, by which I mean I didn't think him up until I realized I needed a replacement for Ruby. He was really hard to pin for a personality, I kept switching between a sarcastic asshole to an antisocial loner. I'm still not completely satisfied with him, but considering how far we are in the story, it's too late for a character revamp.**

**2\. That was because the show mostly focused in areas where Grimm were considered pests more than threats. I agree completely with you however, they should have focused on the Grimm more.**

**3\. I actually have three ideas for the crossover should I decide to write it, but they all possess qualities that can be shared with each other.**

**4\. You could be an inquisitor with how keen your assumptions are! They are indeed the descendants of loyal Word Bears. I've already done a lot of lore for them and will post it soon… probably, on DeviantArt.**

**Nerf Irelia: Really? Huh, I did not know that.**

**Abrams 1559: I've actually seen them already, and while they are very impressive I prefer the Grimm drawn by Blue-Hearts, they are badass.**

**Deathbykitsune: It is not wrong at all, in fact, one of my most hated clichés is when the hero turned villain turns hero again. I can accept it if the motivation for the flip flopping is good, like in Teen Titans when Robin joins Slade. But that was different from what we have here, so I don't see it happening anytime soon.**

**Guest: Well, it won't answer exactly what you asked, but you are about to see what happens when the Overlord finds out someone else, who is not its daughter, tries its hand in Grimm crafting.**

**To everyone who just wanted to leave a word of praise or engouement: Thank You! You all make this possible!**

**WolvesRock14: For creating regular Grimm, yes, she can summon them anywhere so long as there is sufficient space for her to draw the Grimm's outline. For more unique Grimm, however, it is more a matter of timing than location. This is just for creating **_**new**_** species however. After that first summons, they can conjure them without the outline anywhere they want, though the size and complexity of the Grimm does determine how long it might take to make. Example, a kokushi takes roughly two minutes to summon, while full sized nevermore would take about half a day. For the second question, yes, she walks like the peoples do. She does not crawl around like an animal.**

**And to everyone who asked and is wondering when the meeting between Silver and Yang takes place: Soon…**

**Now, with all that out of the way, let's get to the chapter! I hope you all like it!**

* * *

**Grimm Heir**

**Chapter Twenty-Seven: An Unexpected Move**

Tyrian enjoyed a great many things in life, though hunting had a special place in his heart.

It was only fitting that it did, there were few things that could compare to the thrill of the hunt. It wasn't just the chase that excited the assassin, the preparation and effort put into the hunt were just as gratifying as the kill. The more time one needed to prepare, the more effort put into catching the prey, the more satisfying the overall hunt became.

But what made a hunt truly special was when it was done for the sake of someone else.

And Tyrian was doing just that, hunting for the sake of his Lady, his Queen, his Goddess. She had entrusted him with the hunting down of the Spring Maiden, a task that expressed Her confidence in him, confidence that he would _not_ betray. Her Majesty had made it clear on many occasions that the powers of the Maidens were key to their victory in this hidden war.

The Maidens were as elusive as they were important however, and Tyrian had yet to find any concrete clues to the whereabouts of his prey. His hunt had taken him all over Remnant, from Menagerie to Solist, and currently saw the assassin strolling through the wilds of eastern Sanus.

Tyrian was not displeased with this development, far from it. The continent of Sanus had been transforming into a truly dangerous and exciting land as of late. The rise in Grimm attacks through its eastern half and the endless raids conducted by the Red Wolves had seen dozens of villages and settlements completely abandoned. Tyrian had already passed through three such towns, evacuated in such haste that they left behind plenty of supplies the assassin had been sure to make use of.

This also did not displease Tyrian, in fact, it helped him immensely. The fleeing Outliers were all heading to Vale for safety and refuge from the dangers that drove them from their homes, thousands of people normally separated from each other by many miles, now all crowding into one place, like lambs to the slaughter.

Tyrian let out a cackle at the thought. Even if the Spring Maiden wasn't among the refugees, he'd still have a great amount of fun sifting through the masses in his search for her.

A shrill cry alerted the laughing assassin to approaching company. He shot his head skywards to watch a trio of nevermores through the forest canopy fly over him towards the village he himself had been walking to.

Tyrian smiled widely and broke into a run after the avian Grimm. He had to find the Spring Maiden, it was his mission given by Her Majesty Herself, but he had not seen enough excitement since arriving from Anima, and the trip between landmasses had been even more dull. It would only be for a moment, just a quick peek at the glorious carnage, then he'd go.

As he ran along the dirt road, the beautiful cacophony of battle reached his ears. It became clearer with every step he took. Tyrian's giant smile faltered slightly in confusion when he did not hear the cries of men and women mixed in with the howls and roars of the Grimm. Had the Grimm already slaughtered the villagers? If so, why did it sound as if they were still in battle?

Suddenly, a lone beowolf shot out from the underbrush and onto the road in front of Tyrian. The assassin's smile returned in full and he jumped into the air with his wrist-blades out and ready. With a gleeful cackle, Tyrian dived towards the Grimm, intent on slaughtering the beast with great enthusiasm.

Only he never got the chance.

Before Tyrian could reach the creature, three more beowolves leapt out of the foliage and slammed the first beowolf out of the assassin's path. Unable to change his trajectory mid strike, Tyrian adjusted himself so that he landed with a harmless roll that ended with him crouched on one knee. Tyrian quickly turned to face the quartet of Grimm, wrist-blades out and smile threatening to split his face in two, ready to counter whatever attacks the Grimm might launch against hi-

...

Tyrian's grin fell instantly. The joy and excitement of combat that filled him died, replaced with cold, unfamiliar dread. His limbs began trembling, he involuntarily took a step backwards, then another, and another. Then he completely turned around and ran, leaving behind the terrifying, unnatural, impossible sight he had just borne witnessed to.

As he ran with all the haste he could physically muster, a realization hit Tyrian. He needed to warn Queen Salem. He needed to warn his Lady of what he just saw! He needed to warn her that the Grimm…

* * *

**~o0o~**

* * *

"What do you mean the Grimm were killing each other?" James Ironwood asked with a mixed tone of disbelief and concern.

Qrow fixed the general with an annoyed glare, "I mean the Grimm were killing each other." He repeated with condescending slowness, then added, "all that metal in your head make you hard of hearing, Jimmy?" That earned a scowl from the older man, and a disapproving frown from the blonde woman beside him.

In that moment Qrow was reminded of how much he hated this job of his. On one hand, he was ensuring this 'age of peace' went on undisturbed and the monsters that went bump in the night never bumped again. On the other hand, it meant he had to associate himself with pigheaded idiots like Ironwood and uptight sticklers like Glynda. The latter he respected to a degree, the former not so much.

The Hunstman had arrived at Beacon earlier this afternoon, and after a quick check-in with his oldest niece and one of her teammates, headed straight for Ozpin.

He knew he should have gone right to Ozpin, but he wanted to check on Yang, needed to check on her. Raven may not want anything to do with her daughter, but Qrow wasn't about to ignore his flesh and blood as readily as his sister, especially after losing Ruby.

"This is not the time for petty banter, Qrow," reprehended Goodwitch, bringing Qrow back to the present. "What the General meant to say was-"

"How could that be possible?" Qrow finished for her, getting a glare for his interruption. "I don't know," he answered as he fished out his flask for a drink. "And frankly, I'm more concerned with the _why_ than the _how_ of all this."

Qrow was not ignorant to the danger that Salem posed. He had spent years of his life outside the kingdoms and had become well acquainted with her many creations. He didn't know how she made them, no one did, but he knew _why_ she made them: to kill people.

Only now it seemed Salem wasn't too happy with some of her pets and had decided to cull their ranks. And not just one or two of them. On his way to Beacon, Qrow had seen dozens of Grimm fighting each other with the same ferocity they'd have shown if they were fighting humans.

Now, despite what he liked to believe, Qrow was an old man. He had a seventeen-year-old niece, was a veteran Huntsman of countless battles, had seen terrible things and stopped worse from happening. But out of everything he had seen in his life as a Huntsman, nothing had compared to the sight of Grimm ripping each other to pieces. And the worst part of it all was that he had no idea why they had killed each other. What was the reason for it? What did Salem have to gain from slaughtering her own creations in such a grizzly fashion?

That simple unknown and the countless possible answers terrified the old Huntsman more than anything else…

Qrow looked over at Ozpin. The headmaster had his elbows propped on his desk, his hands interlocked in front of his face and eyes closed in deep thought. Ironwood must have seen the expression too, because when he spoke, it was addressed to Ozpin.

"Do you have any idea what this might mean, Oz?" the general asked his peer.

He didn't speak, not right away. Rather, Ozpin stood up from his seat and walked over to the window to gaze out at the academy's main avenue and the city beyond it. He stood there, hands clasped behind his back, silent as a statue.

Then he spoke, "I think we are dealing with someone, or something, else."

At that statement, three pairs of eyes centered on the headmaster, wide in shock. Ironwood was quick to try and hide his disbelief behind a stony expression while Glynda managed to channel the surprise into a raised eyebrow. Only Qrow kept his bug-eyed expression the same, too uncaring about others' opinions to change it. He doubted he could hide his shock even if he tried however. How could he? After hearing Ozpin, the leader of this secret brotherhood, suggest the possible existence of another being capable of creating Grimm, Qrow could do nothing but stare.

There was something else out there besides Salem…

"What are you talking about?" Ironwood asked with a stern voice, his earlier disbelief masked with calculated skepticism.

Ozpin's head turned slightly in the direction of the general's occupation fleet. "Tell me James," He began, his voice taking on a seriousness that made Qrow feel uneasy, "In the event two armies, bearing identical weapons, armor, and equipment clash, how does one tell friend from foe in all confusion? What is there to keep allies from killing each other?"

Qrow blinked, his disbelief finally fading away and being replaced by confusion from the strange question. He honestly didn't know anything about what Oz was asking, having never been in a fight where it was impossible to tell friend from foe. Jimmy seemed just as confused as Qrow was, but answered the question regardless, after a few moments of thinking.

"There are multiple ways to prevent friendly fire when the line between ally and enemy is blurred." He said, "Call-signs and challenge words are among the most modern examples, however, if it is only the kit and armor of the two armies that is identical, then simply applying an emblem to the armor would be…"

Ironwood's words trailed off and his face turned pale.

Qrow was still having a hard time catching on to what the two headmasters were talking about, and so was Glynda. But judging from Jimmy's expression it wasn't anything good. He looked back at Ozpin and found that the headmaster had finally turned from window and was looking right at him. His eyes were dark and somber, void of the usual carefreeness they normal held.

"Qrow," Oz began," During these conflicts between Grimm, did you notice anything that could separate the killers from the killed? Did you notice any physical differences between them?"

Qrow crossed his arms and looked to the floor with a frown as he tried to recall anything that might answer his friend's question. During his flight to the academy, he had been too high up to make out any details of the battles on the ground. Then he remembered how he had almost been swatted from the sky by a pair of dueling giant nevermores. He had watched transfixed as the two monsters tumbled through the air like two drunkards at a bar, before one of them managed to pierce the skull plate of the other with its beak.

Wait… their skulls…

"Yeah… yeah, I did!" Qrow began, "The markings on their skull plates were dif-"

Qrow's words caught in his throat as he heard the gears in his head grind to an abrupt halt.

He looked up from the floor, meeting Ozpin's calm gaze with wide terrified eyes. The headmaster made no movements, but his look said enough for Qrow to understand.

"What? What has gotten into you all?" Glynda asked, confused by the sudden silence of her peers and the pale faces they wore. She hadn't figured it out yet. It was somewhat understandable, though she was a highly-experienced Huntress and a force to be reckoned with, she was a teacher. She had not spent years in the wilds hunting down clues to help their cause, nor did she command vast armies of machines and robots. She taught children how to fight monsters in a safe and controlled environment.

Neither Qrow or Ironwood turned to look at Glynda, their eyes glued to Ozpin as he calmly returned to his seat, but they answered her regardless.

"Factions…" Qrow whispered, still finding it hard to believe.

Glynda raised an eyebrow at the word. "What are you-?"

"The Grimm have factions…" Ironwood clarified, his voice hollow.

Her jaw dropped, and her own gaze quickly fell on the Beacon headmaster as well, disbelief more clear in her eyes than men beside her.

Ozpin merely propped his elbows on his desk and clasped his hands together in front of his face.

"No, no, that can't be possible. It _is_ impossible!" Glynda exclaimed, panic gripping the normally stoic combat instructor. "Salem is the only being capable of creating Grimm, there is no one else who can-"

"The Grimm existed long before Salem became what she is now, Glynda." Ozpin said, cutting through her tirade like a hot knife through butter. "She was not the one who first created them, she is just the only one we know capable of creating and commanding them."

"What are you saying, Oz?" Qrow asked, but he already knew the answer.

"I am saying, Qrow, that what you saw out there could be, and very likely is, the start of something that none of us could have possibly anticipated." His words sent chills down Qrow's spine. "A war between Grimm."

Just hearing that made his stomach drop. But it was not the words themselves that caused such a reaction in the old Huntsman, it was what they meant that truly gripped him.

There was something else out there that could control the Grimm. Something older, and possibly more powerful than Salem herself.

And it was finally making its move…

* * *

**~o0o~**

* * *

Diversity, one of the most important traits unique to the creatures of Grimm was the astounding amount of diversity prevalent in the species.

Ever since the Overlord had first discovered its ability to create creatures from the mixing of its blood and the negative emotions of Dustlings, it had devised many breeds of Grimm. Hundreds of species crafted by its own hands infested the wild and dark places of this world, ever hungry for blood and violence, and each different in role and capability.

But they were only the successful breeds, those that the Overlord had deemed useful enough to exist. In truth, there were a thousand more breeds of Grimm, breeds that were removed for one reason or another. Most of these breeds had been discarded by the Overlord itself moments after their conception; mistakes and failed experiments. Others were erased when they could not keep up with their ever-adapting prey. They had been too specialized and were rendered obsolete by more flexible breeds of Grimm. A few had even been wiped out by the Dustlings rather than a disappointed Overlord, their own effectiveness leading to their extinction. They had been some the Overlord's most powerful breeds, great and terrible in both size and strength, but that also made them priority targets for the Dustlings. They were also incredibly difficult to summon, even for a being like the Overlord. Over the millennia, these great breeds disappeared and the Overlord ceased its attempts to summon more.

Yet to say these great Grimm breeds were extinct would be incorrect. In truth, many of the great breeds still existed, but had been reduced in number so greatly that they were considered little more than myths by their former prey. Perhaps no more than two or three of each of the surviving great breeds remained at most; hiding from the creatures they were created to kill.

They had been failures, all of them. But they had been the Overlord's failures. They had borne its mark upon their plates as its all Grimm do.

And yet those boars in the forest had not…

They had borne a foreign mark upon their brows…

They were not the Overlord's Grimm…

They were not Silver's Grimm…

They belonged… to something else… something completely unknown to the Overlord, yet understood by the Overlord. It did not need to know this thing to understand what it sought.

It wished to usurp the Overlord, to take its place as ruler of the Grimm…

After days of ceaseless contemplation, of endless theorizing, this was the only explanation the Overlord was left with that remained sound. There was something out there that wanted to not only take the Overlord's position but completely replace it as well, steal everything it had created and claim it as its own work. It had created Grimm in the likeness of the Overlord's own, discernable only by the markings on their bodies. The usurper had intended to infiltrate the Overlord's hordes with these imitations, to supplant the Overlord by taking away its greatest weapon.

But the usurper had grown careless in its ambitions and allowed itself to be found out. The Overlord was now aware of its intentions and was taking drastic steps to destroy this upstart's plans. Even now, the forests that surrounded the Gulch and the tunnels that led into the cavern beneath it were being purged of the eye-marked Grimm with extreme prejudice. As this extermination was carried out, the Overlord sent out ravens to alert its Grimm outside the Gulch of this grave discovery and to regard any eye-marked Grimm as if they were Dustlings.

It was especially sure that this message would reach its daughter, having the first three ravens to carry the message all go to the ruined nest to warn Silver. She was in the greatest danger from this usurper. As heir to the Grimm, she would most certainly become a target of the usurper should her existence be discovered.

The Overlord had been tempted to just pull Silver out of the ruined nest and keep her safe in the Gulch caverns until the usurper was dealt with. But instead the Overlord had the ravens carry an order along with the warning, commanding Silver to enthrall or kill their Beastling allies she had been forced to assist now rather than later before the ruins were also purged of any eye-marked Grimm.

It would reveal their true intentions to the Beastlings much earlier than originally planned, but dealing with this usurper was more important than some trivial alliance that had outlived its usefulness.

Silver would be elated with this development no doubt. She had been opposed to the alliance since before it was even forged, and would gladly jump at the opportunity to see it finally destroyed, some of it anyway. The Overlord had not forgotten about its Thralls inside the Dustling nest, those that still toiled alongside the Beastlings. Assuming no communications were made between the Beastlings in the ruins and those in the nest, the Thralls within the nest would obey the original plan and wait for the breach before turning on the Beastlings. There was no point for them to do otherwise, they had nothing to gain from such actions unlike the Thralls in the ruins, but everything to lose should they strike before the time was right.

Silver did not possess this luxury. She could not afford to wait while the usurper's creatures stalked about her ignorantly. Every moment passed increased the chance that they might discover her and relay it to the usurper.

The Overlord would not allow that.

Every Grimm bearing the false mark of the eye would be culled, the insurrection would be crushed, and the usurper would be located and dealt with even if the Overlord had to do it itself.

It would not allow its daughter to come to harm…

Not for the first time, the Overlord recognized the ferocity in which it regarded threats to its heir's safety. It had come to realize this went beyond simple preservation of the Grimm's future years ago, but its reactions to Silver's wellbeing still managed to intrigue it.

Despite being more than capable of fending for herself, the Overlord continued to feel a tingle of worry in the back of its mind whenever Silver was outside the Gulch or far away from the Overlord itself. This concern had been regarded as counterproductive many times by the Overlord, an unneeded reaction to low risk scenarios.

However, in the days since the discovery of the usurper, all thoughts the Overlord had of its daughter were accompanied by that same sensation of worry.

Soon though, that worry would fade, as it always did.

The eastern nest would fall, Dustlings would be slaughtered, Silver would return to the Gulch, and all would be as it was before.

"My Lord!" The Overlord's silent musings were abruptly interrupted when the shrill shout of an approaching Thrall echoed through the cavern.

It turned its head in the direction of the cry and saw a scrawny Thrall running towards it with utmost speed. Upon reaching its master, the Thrall bowed its head in reverence. It did not speak, and would not until the Overlord ordered it to.

'_What is it?'_ The Overlord demanded, taking note of how the Thrall's body tensed and relaxed at its telepathic order.

The Thrall straightened itself up, "I have come to inform you that we have received word from Overseer Flinch in the west." It answered, each word accompanied by the hard clamping noise of the Mask's jaw pieces smacking against each other. "She reports the perimeter is sufficiently secure and that she awaits your inspection."

The Overlord was confused. What inspection? Then it remembered its previous plan prior to the discovery of the usurper.

It had sent Flinch had several scores of Thralls to secure a viable staging area for future raids into the west following the fall of the eastern nest. The slave was to secure a communications tower for study and clear out any Dustling nests that might be near it. The Overlord would then travel to the communications tower to determine if it was sufficiently fortified for their plans while also retrieving Flinch and her personal Thralls.

With everything that has happened however, the Overlord had completely forgotten about its far away slave and her mission.

A thought suddenly shot through its mind.

Flinch was to the west, in the center of the continent. All the ravens carrying the message about the false Grimm had flown east and southwards, but not westwards. Flinch could very well be surrounded by enemies and not even know it. The Overlord was about to summon a raven to take the warning to Flinch when it stopped.

The usurper knew about the Overlord, but it did not know about Silver. It had gone to great lengths to infiltrate the Overlord's horde. What would be its reaction to the very being it was attempting to overthrow traveling west? Its Grimm would focus on following the Overlord westward, possibly redirecting any Grimm near Silver away and diminishing the risk of her exposure.

The Overlord thought it over for a moment, weighed the risks, and found them acceptable.

It walked off towards one of the many tunnels leading to the surface, its mind already reaching out for a greater raven to make its mount.

'_Land within the Gulch,'_ The Overlord told the Grimm. _'Then, head west with utmost speed.'_

* * *

**~o0o~**

* * *

As the late afternoon sun shined through the massive windows of the Beacon library, casting the great archive in golden rays, Blake scanned through her notes the for fifteenth time. Her head was growing heavy, but a quick shake of her head dispelled the drowsiness for a short time. Blake reached for her cup of tea for a longer lasting solution to her predicament, only to find it empty.

With a scowl, she stood up to go make another cup, when Rojo stopped her.

"Mind filling mine up too, while you're at it?" he asked, holding up his coffee mug to her.

She nodded, "Sure," and took the mug in her free hand.

Blake made her way over to the beverage table at the end of the library and began filling both mugs with their respective contents. But just as she was about to push the refill button on the coffee machine, a small red dot appeared just above the button.

Blake blinked at the dot, her sleep depraved mind unsure of what to make of it. In a few seconds, she finally realized it was a light and turned around to locate the person focusing the light. She searched the immediate area for the perpetrator, but just saw people minding their own business, reading a book or talking with friends. Confused and unable to find the one responsible, Blake turned back to refilling Rojo's mug only to see the red dot had migrated to the rest of the machine's control panel. It moved back and forth on the panel, like it was taunting her, daring her to try and snatch it.

Her eyebrow twitched in annoyance.

With a clenched fist, Blake spun around again, her eyes narrowed in search of the culprit so that she could ensure they ceased irritating her. But like the first time, despite her keen eyesight, Blake could not find the culprit.

With a huff, the girl turned back to the coffee machine, where the mocking red dot greeted her once again. It had increased the speed in which it had been moving across the control panel, taunting her even further. Blake closed her eyes and slowed her breathing in an attempt to calm down, but the dot wouldn't leave her mind and try as she might she could not get rid of it. Her eyes flashed open and a frustrated scowl crossed her face.

Blake slammed her hands down on the table before turning around for a third time. This time, however, the dot had done the same. It had traveled from the coffee machine to the floor in front of her. It was moving slowly away from her, still taunting her. A part of her told her it was goading her, but a stronger part of her didn't care.

Blake went after it, each step she took an attempt to stomp on the affronting light spot. It moved like a cockroach across the floor, darting away just in time to dodge her descending foot and stopping a foot or so ahead of her. She didn't pay attention to where she was going, focused solely on the dot she was trying to crush. Without realizing it, she turned a corner leading between two towering book cases where the dot stopped in front of a pair of boots.

A pair of brown, very familiar boots that Blake had seen many times since she came to Beacon.

Blake's eyes shot upwards and met the lilac colored eyes of her partner, Yang Xiao Long, who had a triumphant smile on her face and a laser pointer in her hand.

"Hello~" she greeted in a sing-song voice and a wave of her hand.

Blake blinked in surprise, only able to get out a "what?" Before Yang gripped her arm.

Yang's smile dropped immediately and with a serious voice said, "We need to talk," before leading Blake out of the library before the faunus could even form a retort.

* * *

**~o0o~**

* * *

_THUNK!_

"Damnit!" Rojo exclaimed, perhaps a bit too loudly. He rubbed where his forehead had met the hardwood of the table with a grimace on his face. It took him a moment to realize he had fallen asleep. Once the pain had subsided to a tolerable degree he looked over to where Blake had been sitting then looked at his Scroll to see it had been fifteen minutes since she left.

What was taking her so long? Was she having a problem with the coffee machine or something? It was easy! Put the coffee beans in the top, the cup in bottom, press the button and done. It wasn't rocket science!

Rojo was just standing up to go and see what the problem was, when the familiar sound of a coffee mug being set on the table reached his ears. Without looking, he reached out for the mug and took several sips before setting it back down and resuming his research.

"You're welcome, by the way."

Rojo froze for a moment. He recognized that voice. Turning to face the owner of the sarcastic remark, Rojo saw a man he hadn't seen since his time at Signal Academy.

"Professor Branwen?"

The combat instructor gave him a lopsided smile. "Good to see you, Rojo," he said, walking around the table and taking a seat across from Rojo. The gunslinger marked his page and set the book he had been reading to the side and placed his full focus on the Huntsman in front of him.

"What are you doing here?" He asked the older man, curious to what he was doing here.

The professor leaned back in the seat, and brought his hands behind his head. "I was in the neighborhood and decided to pop in and see how Yang was doing." he began lazily, looking up at the library's ceiling as he spoke. "Imagine my surprise when she tells me she's teammates with the Schnee heiress, a former White Fang member, and a Vacuo gunslinger," He then leaned forward in his seat and fixed Rojo with a hard stare, "Especially when she mentions how recent events have the last two thinking they're the only ones who can stop all the bad guys."

Rojo met the professor's stare with a frustrated glare at those words. "Yang doesn't understand," he responded in a low voice. "This-"

"Do you think you're the only person in the world who wants answers, kid?" Qrow interrupted sharply. Rojo blinked in confusion from the question, but before he could formulate an answer, the Huntsman spoke again. "Rhetorical question; of course you don't. There are hundreds of people with questions they want answered, and plenty of them have died trying to find them."

"This isn't-"

"Don't bullshit me, Rojo." Qrow interrupted again, his tone harsh and serious. "You want to know how the White Fang control the Grimm. By definition, that's wanting answers."

Rojo was surprised for a moment. How did he know about that? Then he reminded himself Qrow had spoken with Yang before coming here, she must have told him about their investigation two weeks ago. A prickle of irritation surged through him, annoyance towards Yang's loose lips.

"So, she told you." Rojo said, reaching for the book he had set aside, anticipating another lecture about stopping or slowing down or whatever else there was that Yang and Weiss had been nagging him about recently.

"Yes, she did," The Huntsman answered. "But unlike Yang, I know what you're _really_ looking for."

Rojo's hand froze.

He looked back at his old professor with a mixture of shock and anger, a look Qrow met with a serious expression that matched the weight of his words.

"You're a good kid, Rojo," Qrow said, his voice low but clear. "You're a good leader and an even better shot, too. You were able to get accepted into Beacon, and could go toe-toe with Yang longer than everyone else at Signal despite not having a Semblance. But just because you can act like a Huntsman doesn't make you one. And despite whatever you may think, you aren't ready to go chasing after myths like the Siren."

"And why, Professor Branwen, would you think that?" Rojo struggled to keep his voice under control. He wanted to shout at the Huntsman, tell him that he didn't know anything, that he didn't understand. He wanted to punch the professor in the face for referring to the thing that killed his family as a 'myth'. But he was also aware of others surrounding them, and of the repercussions such actions would cause. He also wanted an answer.

"Because you have people that rely on you now." Qrow said. "People that look to you for leadership and guidance. People that you care about. People that, if you keep this up, you will only end up hurting.

"I'm not saying you should forget what happened to your parents, Rojo, or to forget about getting payback. What I'm saying is you need to slow down, talk with your team, don't alienate yourself from them." Qrow's expression shifted into something different for a moment, as if he was recalling an old memory. "I've seen what that does first hand."

Rojo blinked. His anger dissipated, surprise slowly spread across his features from the revelation. "You have?" The words left his mouth before he realized it.

The Huntsman gave a slow nod and leaned back in his chair. "My old teammate. She…" He started, then hesitated before resuming. "She was very headstrong. Would always tackle a challenge head on, never considering other options to solving problems that weren't her own. She also didn't care who she hurt in the process and eventually, she tore the team apart."

Qrow craned his neck back and stared up at the ceiling for a while then looked back at Rojo, eyes hard. "You're heading down the same path as she did, Rojo. But unlike her, I know you actually care about your teammates, so let me make this as clear as possible for you," The Huntsman leaned forward and fixed Rojo with a harsh and steely glare. "If you keep this up, you will lose your friends, and you won't have the Siren to blame for it."

The two sat in silence after that, the hard glare of one meeting the shocked stare of the other. Then, Professor Branwen turned his gaze, breaking the trance that had settled over the two. He stood up from his seat and walked over to Rojo's chair. He stopped beside the still sitting student, looking forward rather than meeting Rojo's still surprised expression.

"It's hard to lose a family, Rojo." He said, placing a reassuring hand on the boy's shoulder. "It's even worse to lose a second one."

And then, the combat instructor for Signal Academy left the leader of team RWBY to his own devices. Rojo stared in the direction the Huntsman had left in for several minutes before turning back to the table covered in books, notes and coffee stains. He stared at it in silence, contemplating everything he had just heard.

Then, he stood up, grabbed his coffee mug, and left the library…

* * *

**~o0o~**

* * *

"I knew we couldn't trust these tratiors!" One of the White Fang yelled as he dragged a wounded faunus inside the ruins of what had once been an auto shop. "We should have never teamed up with them! And we should've never teamed up with you either!" He emphasized that last remark by jabbing his finger at Roman Torchwick.

The master thief was leaning against a workbench, taking in large gulps of air as sweat trickled down his brow. He glared at the accusing White Fang despite his fatigue, and returned the gesture with Melodic Cudgel.

"Well, if you damn animals hadn't bitched so much and just done your fucking jobs, maybe we wouldn't be in this mess!"

"Enough!" Malcom shouted, gaining the attention of everyone. "Whose fault it is doesn't matter right now. What does matter is getting out of this pit and warning Adam and Cinder that the Red Wolves have betrayed us."

Murmurs of agreement sound from the White Fang survivors, Roman _tsked_ and reached for another cigar. As he lit the rolled-up stick of chemicals and inhaled the soothing smoke, Roman found himself thinking of what had them in this situation to begin with.

Three days ago, the Red Wolves, their supposed allies, had suddenly turned on them. There was no warning, one minute they were going about business same as usual, the next the Red Wolves were attacking White Fang. Most were killed or… converted to the Red Wolves side in the opening hours of the coup, the rest were hunted down one by one. And after three days of being chased around this death maze of a city, Roman was convinced they were the only ones left; a dozen running from hundreds.

The odds weren't good, but luck seemed to be on their side… well it _had_ seemed to be on their side. In the three days they'd been running, they hadn't run into any patrols until just an hour ago. The ensuing firefight reduced their number to Roman, Malcom and the twelve other faunus in the auto shop.

Still, Roman wasn't that worried. This wasn't his first rodeo, and it definitely wasn't his hardest. The master thief had survived plenty of close calls in his illustrious career and had always managed to come out alive, mostly due to his very helpful partner, Neo. She was quiet, but very dependable. They had gotten separated in the confusion of the violence, but Roman had no doubts that she was alive and currently working to get him out of here.

Roman exhaled the smoke through his nostrils and surveyed the few White Fang left in Mountain Glenn with disdain. They all sported wounds of one sort or another, scratches and bruises mostly, but some were more serious. The one that had been dragged in barely had any of his right leg left courtesy of the kokushi hunting pack that had ambushed them.

Malcom was directed those well enough to stand to barricade the windows and doors while others checked out the rest of the interior. The auto-shop was old, but not empty, and had plenty of things to blockade the ways inside. The faunus obeyed the White Fang lieutenant without a single peep, their usual bitching and moaning absent in the presence of the chainsaw wielding superior.

Figures they don't complain when one of their own kind tells them to do something, but when he does it they act like he just killed their dog! _'Damn animals deserved this' _He thought bitterly. _'I should've never accepted this gig. The second we get out of here, I'm heading to Vacuo. I don't care what Cinder's offering, it isn't worth dying over!'_

"Everyone do an ammo check and a sound off!" Malcom ordered, breaking Roman from his thoughts.

"Taylor here, got three mags left!" A White Fang answered.

"Alex, same here!" Said another.

"Megan, and I only have one clip left!" declared a third.

The rest gave their names and ammo count, and by the end of it the total number was ten rifle magazines and five pistol clips. Malcom then ordered the ammo distributed so no one had an empty gun. "Patch up anyone who's hurt as best you can." Malcom said next. "We'll rest here for thirty minutes then make for the surface."

"We should just keep going." Roman spoke up before taking another huff of his cigar. "If the Wolves find us before we leave we'll be trapped."

"They're tired and wounded, Torchwick." Malcom spat at him.

Roman rolled his eyes at the statement. "Really? I didn't notice." His voice was rich with sarcasm.

"I am not leaving them behind." So the animal wasn't completely braindead after all, shame Roman left all his dog treats back home.

"They're only going to slow us down." Roman explained, "If we leave them here, they'll occupy the Wolves long enough-"

"I AM NOT LOSING ANYMORE MEN!" Malcom shouted, closing the distance between himself and Roman and hoisting the master thief up by his collar. "If anyone should be left behind, it's you, Torchwick! You're the reason we're in this mess!"

"How the hell is this my fault!?" He shouted, glaring down at the faunus as he tried to get himself free.

"You put those bastards in charge of everything!" Malcom answered rage clear in his voice. "Patrols, supplies, even the goddamn bombs! You put them in positions that made this whole damn thing possible!"

"That's not entirely true." A girl's voice pointed out.

Before anyone could think to react, the makeshift barricades over the windows and doors burst inwards and Red Wolves poured inside, kokushi close behind them. The Wolves tackled the White Fang to the ground before they had a chance to fight back, while the Grimm went after the wounded.

Malcom dropped Torchwick and brought his chainsaw up just in time to slice through an approaching Red Wolf before it could reach him. The bisected body fell to the ground in a splatter of blood, but the brutal death of their comrade did nothing to intimidate the Wolves, if anything it spurred them on.

As Malcom fought, Roman bolted for a door to the side of the room. He swung the door open and ran inside before slamming the door shut behind him and locking it. Knowing it wouldn't hold for long, the master thief started looking for a way out of the building. A somewhat difficult endeavor considering he couldn't see three feet in front of his face.

The room was pitch black, absolutely devoid of any light. A quick flick of his lighter changed that, but Roman couldn't make out anything that wasn't directly in his face. He'd rather face the dark than die however, and began his search for an exit.

He stuck close to the wall, the hand holding his lighter outstretched in front of him while the other slid across the stone wall. The room was much bigger than where they had come in through, and Roman felt his hopes soar when he realized this must have been the shop's garage. He quickened his pace, and felt a smile break over his face when he came across a large metal door.

He started looking for a handle or control panel to open the door, his hand fumbling in the dark for anything that might get him out o-

"You can't escape."

Roman froze.

"You are the last one." The voice sounded like it was right behind him. He swung around, Melodic Cudgel raised, but saw nothing but darkness. "All the others are dead or enthralled." The voice giggled, "You are going to die here. Alone, in darkness." Then it whispered, "Does that frighten you?"

It did. It really did.

"Y-you don't want to k-kill me." Roman managed to say. "I-I'm worth more alive!"

"No, you are not." The voice responded. "You have nothing to offer me that I may want."

Shit, shit, shit, SHIT! He needed to think of something! Needed to think of something fast! Where the hell was Neo when you needed her!?

"I can tell you what Cinder's plan is!" He blurted out.

"…. …."

"…. …."

"…. Really?"

Roman blinked, honestly surprised that had worked, then quickly answered, "Y-yeah! I-I can tell you everything I know about what she has planned for Vale."

A terrifying silence fell over the room, save for Roman's racing heart which beat like a frantic drum.

Then, suddenly and without warning, the garage door slowly slid open. The noise was enough to send Roman jumping at least a foot in the air. Dim light flooded inside the room, along with the four-limbed silhouette of the thing that had opened the door, but Roman's attention wasn't focused on that.

His gaze was on the cloaked figure perched atop a tower of old tires right in front of him. He couldn't make out any features of whoever was beneath the black fabric, its hood hiding the wearer's face better than any mask could.

"You will tell everything you know," the figure ordered, her voice the same as the one that taunted him just moments ago. "And if I like what I hear, you might avoid the fate of your friend." Once she said that, the girl's head tilted upwards. Roman instinctively followed her gaze.

The corpse of a naked woman hanging from the rafters greeted him. Patches of alabaster skin had been peeled off and the arms and legs were bent in unnatural angles, kept in place by a net of tight chains. The only part of the corpse that seemed untouched was her hair which hung over her face like a multicolored waterfall of brown, white and… pink…

Neo…

It was in that moment that Roman Torckwick, self-proclaimed master thief finally understood the full scale of what he had signed up for all those months ago…

And for the first time in his life, wished he had just been a doctor like his mother wanted him to be…

* * *

**Author's Note: So? What do you think? I will admit, Roman is one of my favorite characters and I hate what I'm doing to him here, but it just fits so well! Also, yes, Neo is dead now. You are probably thinking why didn't they just enthrall her? Two reasons, first, you need to have a high amount of negative emotion to become a Thrall, (example being the White Fang for their great hatred of humanity) and Neo does not strike as the sort that has that sort of emotional baggage, (This is also why Roman is not being enthralled, he may be a bad guy, but he isn't consumed with hatred or sadness or whatever). The second is, well, its Neo. I doubt they could keep her locked up long enough to process before she just decided fuck that noise.**

**Also, yes, the Overlord is purging the Grimm in a not so subtle manner. The guy just found out he has someone trying to TAKE HIS JOB! He is not going to take any of that shit!**

**So, that's out of the way, Team RWBY's trip to Mountain Glenn is right around the corner now! This is something I have been waiting forever to write, and now I finally can! I have so much stuff planned… and soon… it will be fulfilled!**

**As Always: Please Fav, Follow, and Review! Thank You!**

**DeadRich18 Out!**


	29. Chapter 28: Recall

**I do not own RWBY. I do however own the Original Characters.**

**OVER 1000 PEOPLE FAV AND FOLLOW GRIMM HEIR! YAHOOO! THANK YOU ALL!**

**On that note, I am once again sorry for how long this took, especially since it is so short. What happened was I was almost done writing the chapter when I realized that everything I had done was just so out of place and did not fit into the narrative. I wrote a one-shot scene basically, and while I do consider most of what I wrote in it as still canon, the rest, ehhh, not so much.**

**That section is now up on my deleted scenes with further details, check it out after or before reading this chapter.**

**Answer Time!**

**Trickster3696: World Eaters, Word Bearers, and Night Lords; bloodlust, devotion, and terror.**

**Varangue: I was going to go darker with this chapter. It just did not fit in the narrative. You can check out it the deleted scenes.**

**Hydroplatapus: Wait, who are is the fourth one in that 4-sided clusterfuck?**

**Dracohalo117: Silver wanted a plaything, find out why in the deleted scenes.**

**CjmRAZOR: I only post author notes when things are seriously stuck or I stop writing altogether. Plus, I can just apologize here for it. I may do something like that, but it would be in the deleted scenes story.**

**Foul steak: Silver is surrounded mostly by Thralls and her own Grimm. Mostly chompers, but since she doesn't have to stay hidden anymore she can summon saboricores and gorebulls as well, though only a few. Some Grimm, both her father's and Salem's are still present, but the latter's will likely be hunted down completely by the time the team arrives.**

**Crow-DarkHeart: An interesting concept, thank you.**

**Shadow Walker of Fire: Flinch is nowhere near Mountain Glenn right now, so no, she will not.**

**Zam138: The train LITERALLY leads into a cement wall, plus the Thralls killed or captured anyone near it in the opening moments of the coup.**

**Enderhunter991: I want to leave that up to the imagination of the reader. However, I will give you a hint: Silver possesses a cloak that can pretty much make her invisible wherever there are shadows, and is an expert in fast ambush attacks; you can take off from there.**

**NinjaRiderWriter: You'll have to wait and find out.**

**Foreteller of Three: While I do draw some inspiration from Game of Thrones I am not aiming to write something like it. I don't watch walking dead, so I wouldn't know.**

**V01dSw0rd: No, the Overlord's origins are very clear: Moon broke, shard fell to Remnant, shard became Overlord.**

**WritersMind: Hard to say, I would go for fifty-fifty or maybe sixty(Overlord)-forty(Salem). It would vary greatly from each landmass, but I will say it is probably about even… mostly…**

**Antex-The Legendary Zoroark: No, Neo's death was more a reference to the Night Lords from Warhammer 40k, as it was done to inspire fear more than anything else.**

**OverDemon: You make several good points. I will think them over and see if they might prove useable in future chapters.**

**GameboyNinjaUltimate Icarus: The reason for this massive purge is simple: SHE TOOK HIS JOB! Also, do have any idea how hard it is to discretely kill what could be millions of creatures over a landmass the size of Sanus? Too long.**

**Nopeite nopeite nope: Yes, it is.**

**BrownTeddyBear: There is no shame in that ship.**

**The1oracle: We might later on, but not yet.**

**Guest: I guessed as much, still pretty confusing though.**

**To everyone else: Thank you, the reunion is coming, I didn't like killing Neo either, Samurai Jack is back and kicking ass, and I submitted my homebrew to 40k Theories today… Oh yeah, YOU 40K FANS AMONG YOU WILL ALL GET TO (hopefully) HEAR ABOUT MY CUSTOM SPACE MARINE CHAPTER ON YOUTUBE! PRAISE THE EMPEROR!**

**Onto the story!**

* * *

**Grimm Heir**

**Chapter Twenty-Eight: Recall**

It was confused, very confused. And that made it angry…

It was hurt, very hurt. And that made it angrier!

It had been attacked by its kin. The kin had been smaller and weaker than it, but they had been many and they had hurt it. The kin forced it from its territory, driving it to where the big fire ball in the sky rose up from when the dark time ended. Why though? Why had the kin attacked it so suddenly? It didn't understand, it couldn't comprehend any of it.

And that made it furious…

For a long time, it raged. It broke and threw and smashed everything it saw. It thought if it broke enough things the answers to its questions would be answered.

They weren't.

It would have continued raging, but its kin found it. It killed many of them, but they kept coming. It knew if it kept fighting it would die eventually, overcome by its numberless kin. So it fled again, in the direction of the rising ball of fire.

It ran long and it ran far. It came across more kin killing kin. It helped the kin that did not try to attack it and together they killed the murderous kin, but it knew there would be more.

It forced the kin that did not attack it to follow it towards the place where the ball of fire rose. It was the oldest and biggest, it knew more things than the not so old kin, so they followed it. As the pack ran, it came across more battling kin. Many tried to kill them, but others joined them. Soon, the pack became large, larger than its old pack had been before the madness happened. Many different types of kin made up this new pack, but none like itself, none that could challenge its right to lead the pack.

They kept heading towards the place where the fire ball rose. They followed it without question, without doubt. They didn't know any better, all they knew was that they had a better chance with the pack than by themselves.

But it knew better, it knew a lot of things. What it did not know was why this had happened. What had they done to warrant this slaughter? Had they offended the creator who made them? Did they attack a place they were not supposed to attack? Maybe they had accidently eaten prey the creator was fond of.

It couldn't understand, nothing made sense to its small, but still better than its kin's, mind. The world was upside down.

And that made it angry…

Angry…

Angry…

… It smelled anger…

It smelled anger! And not just anger. It could smell hatred, frustration, fear, grief, so many delicious emotions! Its kin could smell them too. They snarled and squealed and hissed with hunger, all wanting to track down the emotions' source and eat it, but it kept them from doing so.

Something was… wrong. The emotions felt strange, out of the ordinary. They did not feel like they normally did, they kind of felt like… like _kin_… but also, they felt _not_ like kin.

Like kin… but not like kin…

… Like kin …

… But not like kin …

… …

…This was it!

It all made sense! Suddenly, everything about the kin killing kin made sense!

This was the cause of it all! This strange feeling of kin/not kin was the reason for the kin killing each other. It had to be some new trick made up by the prey to fight against it and its kin, the pack had to be close to it, and if they could sense it now then they just had to be close to it!

They needed to break the trick, stop it from causing confusion and death. If they destroyed it then everything would go back to normal.

It glared hard in the direction the bad feeling was strongest and determined that was where it was.

It roared in rage, rising onto its legs and beating its chest in anticipation of the coming mayhem. Its kin saw this and let loose their own howls and roars before charging forward towards the source of the bad feeling, all knowing what they had to do…

It would stop the prey from using their trick. It would smash and beat and tear them and their trick apart. It would return sanity to its kin and deliver punishment to its prey!

For its kin, and for its Dark Mistress…

* * *

**~o0o~**

* * *

"Clean up those blood stains! Get those bodies out of sight now!" Flinch ordered the Thralls with impatience. "Master will be here soon and I will not have this place looking like a damned slaughter pit when he arrives!" A sudden quartet of screams from one of the barracks drew an irritated scowl from the slave. "And will someone silence those wretches already!? We have more important things worry about than torture at the moment."

The station was abuzz with activity. Dozens of Thralls busied themselves making the station as presentable as they could for their master's arrival. Bloodstains were cleaned up, equipment was put away, weapons and bone armor were cleaned, half-eaten corpses were stored for later consumption, and, as the sudden lack of screaming indicated, aggravatingly resilient prisoners were knocked unconscious.

And directing this whole effort from an overlooking balcony structure on the main tower was Flinch. She overviewed everything from her roost, shouting into the intercom whenever she saw something that needed taking care of or when she decided the Thralls needed some… motivation.

"If those flayed corpses aren't hanging over the east gate in five minutes, I will rip your masks off and beat you to death with them!"

One of her personal guards gave an amused, and poorly suppressed, snort at her threat. A venomous glare from her killed any humor it felt instantly and she turned back to supervise the station's preparations for their master's arrival.

This whole expedition had been one of the most stressful things in the slave's entire life. At first it was easy, clear out the support station, wipe out the surrounding villages, enthrall anyone that looked useful; but as the attacks went on the more Flinch started to notice the number of stragglers that escaped their assaults, forcing her to send out hunting parties into the wild to track down and kill them. Easier said than done. The people knew the terrain, her Thralls did not. They would set traps, ambushes, doing everything in their power to hamper their pursuers.

She had lost scores of Grimm and over a dozen Thralls in these hunts. Their resistance only lasted so long however. Once Flinch ordered Amor and the two Thralls that always shadowed her to put an end to these annoyances, the stragglers were flushed out and slaughtered. If only that were the end of her problems…

The technicians and soldiers stationed in the outpost had proven themselves extremely stubborn. They had attempted no less than six escape plans and despite being brutally tortured for weeks four of them still held out. The west breeds them tough it seemed.

Granted, had they not their master's impending arrival to prepare for, Flinch would have taken pleasure with breaking such strong-willed individuals. The villages around Vale rarely had anything to offer that was as challenging as one of these western Outliers, and Flinch relished the chance to test her skills on stronger victims.

Unfortunately, they had a deadline to meet, so business took precedence over pleasure.

Flinch was just about to order the Thralls to work faster when a chorus of furious roars echoed from the east. The Thralls all stopped in their tasks and turned to look in the direction of the roaring, as did Flinch and her guardians. She gazed out over the walls from her balcony trying to spy the source of the noise, when her view was obstructed by the last thing she expected to see.

A flying beowolf.

The lupine Grimm soared over the wall with the grace of a stunned goose and landed with about as much finesse as one too. The Grimm shook off any disorientation it might have felt from such a jarring impact, and proceeded to do something that both surprised and horrified Flinch.

It charged the Thralls…

Unprepared for such an unprovoked and unthinkable action the Thralls were slow to react to this new threat, giving the beowolf enough time to close in with the nearest Thrall and rip its head right off. The other Thralls rushed forward to avenge their brother. They hacked and jabbed at the beast with swords and axes while the Grimm retaliated with claws and fangs. Numbers and Aura proved the winning factor though, and the beowolf was quickly brought down.

Only for two more to come flying over the wall…

Surprised but no longer stunned, those Thralls holding guns took aim with their weapons and opened fire on the soaring Grimm. One was riddled with bullet holes, but the other landed with only minor injuries and charged into the crowd of Thralls with its claws raised.

More beowolves followed them, some thrown over like the first three but most had scaled the station's wall and were now jumping down from the battlements to join the growing battle in the station grounds below. The cacophony of combat grew steadily as Thralls met Grimm with ferocity equal to their own.

From atop her balcony, Flinch watched it all unfold with stunned horror. What was happening? Why were the Grimm attacking them? Had something driven them here? Had Master sent them? Were they sick? Driven mad by some unknown disease that made them unable to tell friend from foe?

The sound of splintering wood and bending metal snapped the slave out of her stupor as the eastern gate was smashed open and a horde of Grimm poured into the complex. Confusion and pandemonium reigned as the Thralls fought on against the one thing they had no experience fighting outside their hosts' memories… Grimm.

Flinch turned to her guards with panic in her eyes. "What's happening!?" She said, more so out of some instinctual desperate hope they might know the answer than out of any logical assumption that they knew the reason.

The two Thralls had drawn their weapons and were walking towards the edge of the balcony. "We do not know, Overseer," the one who had been Adam Taurus answered, "but these Grimm seek to destroy the support station, and therefore impede the Master's plans. We cannot allow that to happen."

The two then jumped off the balcony and into the chaos below with their weapons raised. The one that was once Adam Taurus landed atop the back of a creep, its sword piercing the Grimm's cranium like it were made of butter. The Thrall captured by Mistress Silver, the one Flinch had come to calling Gore, struck the ground beneath it with its mace, creating a small impact crater and sending several of the feral Grimm into the air.

As the two became lost in the increasing melee, Flinch watched on for several more moments before she too decided to join the battle.

The Thrall was right. They could not allow this station to fall, to do so would be to invite their master's wrath, and Flinch would rather face this horde than his terrible fury.

The slave took BudemVor and Obedience from their holsters before following the two Thralls' example and launching herself from the balcony. As she fell, Flinch rotated and flung BudemVor out towards the railing of the balcony she had just left. The hooked whip latched onto the metal and halted the slave's descent midfall. Flinch raised Obedience and fired the weapon into the horde rushing through the open gate while also swinging herself back and forth until her feet reached the side of the support tower's wall. Pushing herself off the wall with as much strength as she could, Flinch propelled herself forward. BudemVor, somehow sensing its mistress's intent, released its hold on the railing so that Flinch was sent flying into the horde.

Flinch landed atop the dissolving corpse of an ursa that Obedience had killed. Before she could reload her pistol, a dozen Grimm charged at the slave, intent on killing her. They did not get the chance to even pose a threat. With a flick of her wrist, Flinch swatted them aside with BudemVor, the Grimm whip's hook cutting through their black hides as if they were made of cloth.

A moment bought, Flinch took the opportunity to reload Obedience. Taking her eyes off the foe for only a few seconds, Flinch slammed two fresh clips into the pistol and brought it to bear-

Pain flooded her body, and suddenly all she could see was the sky above her. Flinch hit the ground with a skid before rising to her feet. She shook away the dizziness that accompanied the unexpected blow, and shot a glance at the one responsible.

The Grimm standing in the gateway was nearly the size of Mistress's bull-apes, yet where her Grimm bore the head and hind legs of a bovine, this beast did not. It held the visage of a great mountain gorilla, though far more monstrous than the original beast ever could be. Scars and wounds covered its body, displaying both the Grimm's endurance and age.

It bellowed and beat its chest in challenge before charging towards Flinch. The slave fired several bursts at the brute, but it shrugged the bullets off like they were mosquito bites and kept on coming. Just before the beast reached her Flinch rolled out of its path, causing the Grimm to stumble and skid to a halt two dozen yards behind her.

With the Grimm's back turned to her, Flinch activated her Semblance. Her vision gained a yellow tint as her eyes scanned the beast for weakness. Almost instantly, she picked out the vulnerable elbow and knee joints of the beast and its lightly armored back. Knowing her weapons were not well suited for precise strikes against the Grimm's small joints, Flinch decided to focus her efforts on the creature's back.

She dismissed her Semblance, and the world returned to its natural hues just as the beast turned itself about to face her once again. The Grimm glared at her with its beady, hate-filled eyes, and she glared right back at it with equal rancor until her eyes drifted to a shape approaching swiftly from its right.

Just as the beast made to charge Flinch once more, the white-plated form of Armor collided with the ape. The smaller Grimm latched onto the larger beast's right side and sunk its teeth into the ape's thick neck. The feral roared in pain and tore Armor from its shoulder and slammed the older Grimm into the ground with tremendous force. It then raised both its arms up over its head to deliver the killing blow, but Flinch would not allow it.

Just as the beast made to end the beowolf, Flinch struck at it with BudemVor. With a crack like thunder, the whip slashed across the Grimm's face, wracking off flesh and bone plate faster than could be visually processed. The stinging pain of the whip sent the ape Grimm stumbling backwards, cupping its wounded face in its oversized fists as it roared in agony.

Sensing an opportunity, Armor rose back up and resumed its attack on the feral Grimm. Flinch made to aid the ancient Grimm, but as she brought up her pistol to fire at it, she was reminded that the ape Grimm was not the only feral present.

There was no warning when the creep slammed into her from behind. The Grimm pushed Flinch hard into the ground, using one of its powerful legs to keep the slave pinned. Flinch struggled and thrashed under the Grimm's weight, trying to break free. She could feel the creep's hot breathe hit the back of her neck, smell the rotten flesh of its last meal lodged between its teeth. It hissed at her, almost triumphantly, and then… nothing…

The creep's jaw did not clamp down on her head, it did not crush her beneath its weight, it did nothing.

In fact, its hold felt as if it had lightened. Not about to let this opportunity slip past her, Flinch once more attempted to get free of the creep. It offered no resistance and the slave managed to remove herself from its grasp.

Flinch got to her feet and turned to face the Grimm, ready to kill it then and there, but she did not when she saw it. The creep seemed… frozen? No… more like paralyzed. It looked like it was _trying_ to move, but was held in place by some unseen force.

Flinch would have thought further on this, if she had not suddenly realized how deathly silent it had become…

She looked around and was shocked by what she saw. Every one of the feral Grimm had been frozen in place, just like the one that had pinned her was. They were all petrified in an assortment of different poses, striking, running, roaring, poising to jump and so many more, they were statues in a garden.

The only Grimm that seemed unaffected were the Thralls and Armor. They could still move freely, but for some reason did not take any action against the helpless Grimm outside of removing themselves from their reach. They were also all looking out to the east expectantly, almost as if waiting for something.

Flinch let her gaze follow the Thralls', and saw what they had all stopped to watch…

A giant nevermore, alone and flying towards them… and the slave knew…

She did not know how or why she knew, but she did. She could feel it now, like fingertips grazing the very edges of her mind…

Master was here…

* * *

**~o0o~**

* * *

The Overlord's assumptions had proven themselves true once more. As it had suspected, the support station had been struck by the usurper's Grimm. It had felt the rage and anger born from the conflict between its Thralls and the false Grimm, the intensity of it growing sharper the closer it drew.

It could feel Thralls die, felt their masks dissolve and return into it to be remade at later times. It could feel Flinch, her own rage and fear standing out in the mire of instinctual fury generated by the Thralls and Grimm.

She was struggling, that much it could tell from her panic. Flinch was struggling against an imitation that her emotions told her would end her.

The Overlord would not allow that. Flinch was its slave, its possession, its to do with as it saw fit, its to kill or not kill. It would not let something as deplorable as an imitation Grimm kill its slave.

Reaching out with its mind, the Overlord extending its demanding spirit in the direction of the station with a single command:

'_Be still…'_

The effect was instantaneous. Their weak and simple minds stood no chance against the terrible might of the Overlord's mind and they halted in their tracks. They offered nothing that could be counted as resistance and the Overlord easily kept its hold over them. In fact, the amount of willpower required to keep these mockeries still was almost insulting in its minuteness. Even the oldest of their number possessed a will no stronger than that of a hound.

These Grimm were either extremely young, or the usurper was weaker than it had originally thought. The Overlord hoped it was the latter of those two choices, for it would make dealing with the usurper that much easier as creatures that possessed such paltry wills would be controlled by an equally weak-willed master.

As it held the imitations in place, the station came into view. A solitary tower of metal bordering a sea of green on one side and mountains on the other. As the raven drew closer, the Overlord could make out shapes of black and white around the tower. Many stood motionless, frozen in a multitude of stances, but others were not so confined and moved around the frozen shapes with caution.

As it scanned the ground about the tower, the Overlord saw no space large enough for the great raven to set down. It would need to land the raven further away, but it did not desire to waste valuable time searching for a site to land.

So to save time, the Overlord ordered the raven to fly low over the station and as it soared just a few yards above the station's walls, the Overlord dismounted.

It landed feet first atop one of the paralyzed Grimm, shattering the creature's spine and sending up a plume of dust as its descending weight forced the now dead beast violently to the ground. The creature's body evaporated completely before the dust cloud settled, leaving behind only the shallow crater created by the Overlord's landing.

The dust cleared, and revealed the Overlord's slave standing just a few yards away from it. Flinch wore an expression of relief upon her face, but her relief was intermixed with feelings of confusion and fear.

It was not ignorant to what brought about these emotions. Flinch had not yet been made aware of the existence of the usurper or its imitations. For all she knew, these Grimm that had attacked the station were the Overlord's beasts.

It needed to enlighten its slave to the current situation, clear up her confusion and-

The Overlord's train of thought halted when it noticed something behind Flinch. It was standing some six yards from the slave, frozen with its massive arms raised over its small head. Fresh wounds and old scars covered its densely-muscled body, most obvious of the collection being the deep slash cut running down its face.

But what drew the Overlord's attention to the Grimm was that it did not recognize its breed. It saw qualities of its daughter's bull-apes, but it was too small and far less armored than Silver's creation.

It was something… unfamiliar… a Grimm that the Overlord did not know…

And that meant only one thing…

The Overlord strode out of the crater where it stood and towards this unknown Grimm. Flinch quickly stepped out of its path as it past her by, the slave desperately wanting to ask what was happening but knowing it was in no mood to answer questions. As it drew closer, it called forth a weapon into its gauntleted fist, an action of such obvious intent that it broke the Thralls out of their stupor and had them advancing on the other imitations with their own weapons raised.

It saw the beast was trembling now, trying to break free of its influence and defend itself from the approaching threat. It was a futile attempt, the Overlord's mental grip over the creature was absolute. It might be the spawn of the usurper but it was still a Grimm, and all Grimm obeyed the will of the Overlord.

And for these Grimm, that will demanded they die.

With a mighty swing, the Overlord brought its mace down on the head of the ape Grimm. The blow crushed the beast into a crater of blackened paste with two huge arms sticking out like a pair of malformed water reeds in a pond.

As the black puddle evaporated and returned to the usurper, the sounds of blades slashing flesh and guns firing alerted it to the Thralls performing similar executions on the rest of the false Grimm. Within seconds, every Grimm that was not of the Overlord's blood was killed and the support station was made secure once again.

"M-M-Master…?" Flinch's voice drew the Overlord to look down towards it slave. The Dustling was still visibly shaken by the whole ordeal, but thankfully not to the degree that she was hysterical. "W-what-"

"_**Not… Mine…"**_ It snarled out, pointing at the crater that was once the ape Grimm with its mace. _**"Not… Silver's…"**_

The slave stared at where the Overlord pointed with confused eyes that went wide with understanding as she processed what it was implying. Her gaze shot back up to her master, "T-there's a-another…!?" She squeaked out but did not finish, the weight of the truth robbing her of her voice.

The Overlord only nodded to Flinch, an action that nearly sent the slave to her knees. She managed to steady herself using the ancient hound that always followed her, latching onto an armor segment along its arm.

"W-w-what, w-what does this m-mean?" Flinch asked in a hushed, almost awed voce. "W-what will this mean for your conquest of the west?"

Its more important message spoken, the Overlord did not desire to growl out the answer. It instead relayed it through one of the close-by Thralls.

'_The west will be conquered, but first it must be cleansed.'_ It started, the Thrall repeating the thoughts aloud seconds after hearing them. _'The existence of these imitations will not be tolerated; their eradication must take priority over raiding caravans and nests. The Dustlings can wait, they will be too overcome by the fall of their eastern nest to pose any sort of threat to us...'_

The Overlord went on with its lengthy explanation, its Thrall speaker delivering the words with excellent clarity. As it drew to the end, the massive shadow of the soaring greater raven passed overhead before the avian Grimm landed in the less crowded courtyard with earthshaking force.

'_You have performed your purpose here, Flinch. Now you will return with me to the Gulch.'_ The Overlord made for the Grimm it had rode here on. _'Appoint a leader among the Thralls to take up your position here. Once done, we shall depart for the Gulch.'_ It halts its stride when it feels the trickle of uncertain fear coming from its slave. _'What is it?'_

The slave's gaze went from the speaking Thrall to the Overlord when the question was asked, an expression of bizarre anxiety marring her features. "M-my master," she began hesitantly. "W-what of my Thralls? What of Armor? W-what will become o-of them?"

The Overlord's unrelenting stare bore into its slave, making her flinch and fidget nervously. _'They will follow us in one of the transports here.'_ It told her, intrigued by the rush of relief that washed over her. _'Now go! Perform your tasks and return here for departure!'_

Flinch gave the Overlord a hurried bow before running off to find a Thrall sufficient enough to assume her mantle of controller of this place. As its slave did this, the Overlord summoned forth a dozen ravens, miniature reflections of the massive Grimm waiting to be mounted. In each one, it planted the order to warn all Grimm they come across of the eye-marked Grimm and to kill them on sight. It then cast them to the west, sending them in the direction which it needed them to travel.

A mechanical growl alerts the Overlord to the readiness of Flinch's two Thralls. It glanced over in its direction, spying a four-wheeled machine pull out from its resting place. It made its way towards the eastern gate, and the Overlord spotted the two Thralls that Flinch was so fond of sitting in its front seats while the armored hound stood in the vehicle's back storage area.

Several minutes passed before Flinch returned. She jogged hurriedly towards the Overlord as it turned to mount the greater raven. It watched impassively as the slave climbed up after it, taking position behind it.

Its two riders secure on its back, the raven unfurled its wings and with a great cry began its ascent into the air. Its massive wings flapped loudly as it did this, sending up gusts of wind and dust that battered the Thralls close by. The raven continued to climb further into the sky until it was well above the station walls. It then headed east at all speed, responding to its master's desire for haste.

Flinch's retinue followed from below on their own transport, but the Overlord paid them no mind. Silently, wordlessly, master and slave flew back to the Grimm Gulch where they would await the eastern nest's destruction... and Silver's triumphant return, after which they would plan…

They would plan the removal of this threat to its daughter's inheritance… and let loose the full power of the Grimm upon it…

* * *

**Author's Note: Shit is about to go down! Finally, I can start working on the Mountain Glenn stuff! I cannot wait. But I have to. I have a bunch of college assignments I need to get done so the amount of time I have to writing this story will be significantly cut. It isn't hiatus level, I just won't get as much done as I usually do… which isn't that much already.  
**

**Also: IMPORTANT MESSAGE HERE! Please read the latest deleted scene after reading this chapter. The whole thing is not totally canon, but most of it is. It will give you an idea of what Silver was up to when this stuff is going down.**

**Anyway, I hope you liked the chapter!**

**As Always: Please, Fav, Follow, and Review! Thank You!**

**DeadRich18 Out!**


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